Broken Boy Soldier
by That One Random
Summary: How far would you go to protect the ones you love? The city that never sleeps? How far would you fall for them? And that city? And, after all that, how the hell do you come back, sane? Gwen/Peter...eventually.
1. Chapter 1

_**A/N-So, hey there. I'll just jump straight into things seen as you suffered through that woeful summary.**_

_**This story is more my take on Spider-man, inspired by both movies and comics but is ultimately, probably gonna be **__**extremely**__**AU in nature. This Peter is already a smartass just around his friends only as it completely baffled me how he just suddenly comes out with these wisecracks in his suit.**_

_**Now did anyone ever play Batman:Arkham Origins? It was a bloody brilliant game. It had just the right tone, with a bit of humor mixed in with the entire, completely dark idea of every bad guy and their mothers coming after you. Now, I'm not just fanboying over this. There **__**is**__** actually a reason for this. I want this fic to be a serious, dark fic with Spideys usual smartass comments.**_

_**So, villain wise, I'm just gonna straight up name the ones I will **__**definitely**__** without a doubt include, So, duh, Spoilers!**_

_**The Symbiote (not Venom or Carnage specifically. Something a bit more…heart wrenching eh? XD)**_

_**Green Goblin. (I promise right now, no Gwen death. I just like the character too much to kill off plus as much as I hate to admit it, I actually really like the Peter/Gwen pairing. He'll still put Peter's back right against the wall though)**_

_**And that's about it, excluding a few surprise ones that I am **__**really**__** looking forward to doing. xD**_

_**Now, recap-AU, pretty dark **__**and**__** (rubs hands evilly) I'm putting Peter through the fucking gauntlet. Why? Because why the hell not? It makes for some damn good scenes in my head that I can (hopefully!) translate onto paper or in this case the internet.**_

_**Phew, that was long. Now, without further ado! **_

"Peeetttteeeerrr…."

"Last time…" I panted out. "Get out-"

Another black tendril cut me off and slashed at the already shredded and bloodied suit, sending a bolt of agony through me, making me hiss.

"Gonna have to try harder than that…to make me scream…"

I felt something pushing at my head, trying to get in my mind at the same time I felt a tendril wrap around me and slam me into a wall. I let my head fall onto my chest, breathing hard.

'_Hang in there…A few more minutes…'_

'_Peter…run…It'll kill you…' _The voice was faint, barely audible.

I looked up and bared my teeth at the symbiote's host.

'_Worth it.'_

* * *

_**Now, rewind back in time some-away from that pretty epic start (or is it ending?)- And we find ourselves with Peter Parker and co.**_

_**Co. in this case being Harry Osborn.**_

* * *

_Thump! Thump! Thump!_

"Pete! Come on man, we're gonna be late!"

I groaned and rolled over to see my alarm clock. Then jumped up in alarm (no pun intended-I promise) and shouted back.

"Ten minutes!" I heard him sigh.

"You've just woke up haven't you?"

"Ten minutes!" I shouted again as I rushed around grabbing things, getting changed and brushing my teeth-all at the same time somehow.

I heard a ringing from outside the bedroom door and then Harry talking.

"Hey Gwen."

"Yeah, he's up. Finally."

"Hey! Don't blame me! He's the one who can't handle the all-nighters!"

I peeked out the door, shirt half on.

"Pot, kettle, black Mr Osborn." And with that I closed the door, pulling the shirt fully on and looking around for my jacket.

'_Gotcha!'_

"Five minutes gone Parker! You're getting slow amigo!"

I growled, speeding up the brushing off my teeth until my breath _didn't_ stink of energy drinks.

"Seven m-"

He was cut off as I opened the door and glared at the dark-haired, lanky boy.

"That is the last time I _ever_ let you talk me into an all-nighter with you."

He snorted. "Right. Sure."

I just sighed. "Come on. If we hurry, we could actually get to school on time. For a change."

We hurried through the empty house, grabbing odd things here and there.

"Phone…check…camera…check…skateboard…" I threw it on the ground and pushed off, sending Harry into a wall in the narrow hallway. "Check." I said with a cheeky grin.

He glared at me as I locked the house up and started walking beside me as I skated slowly down the street.

"So. How's Spain treating your Aunt and Uncle?"

"Good, I guess. They should be back by tomorrow." I laughed lightly. "Probably looking like umpa-lumpa's as well."

At that moment I felt my phone vibrating in my pocket. I pulled it out and answered it, putting it on speakerphone.

"Gwen."

"Where are you two?" Was the quick question.

"About five minutes from the school. Why?"

"The bus is going in two."

I looked at Harry, who looked just as confused as I felt. "Ermmm….what bus?"

"Don't tell me you forgot?"

"We were up 'till two in the morning Gwen and I'm still shaking off sleep."

I heard her sigh on the other end. "Oscorp trip. Science."

I groaned. "Ah. That bus."

"That bus."

I clicked my tongue, thinking. I looked from Harry to the school coming into sight to Harry again.

"Your dad owns Oscorp." I said slowly. He nodded slowly in return. "Think he would stall them for us?"

Harry snorted. "I wish."

I sighed. Plan B it was. "Just…stall 'em Gwen."

I heard her about to protest but cut her off quickly. "Come on. Please." I could practically hear her grit her teeth.

"Ah…Fine. You owe me Parker." I grinned and gave Harry a thumbs up, who just cocked an eyebrow at me.

"What?"

"Nothing." He said shaking his head and starting to jog as I sped up.

* * *

_**Now…Zoom ahead a minute or so and…**_

* * *

I slid to a stop, sliding sideways and kicked the back of the board hard, sending it flying in to my waiting hand. I took a quick breath and walked through the crowd of teenagers, clambering on buses.

"Which one are we on?" I mumbled to Harry quietly.

He shrugged quickly. "Pick one and hope we get lucky?"

"Please, we-"I was interrupted by a piece of paper hitting me in the back of the head. I turned around scowling to see Eugene 'Flash' Thompson, laughing hysterically with his cronies.

Ah Flash Thompson. The bane of my existence. School jock, complete jerk and an idiot that thinks he's the funniest thing since Tommy Cooper.

I just turned around, giving a murmured "Idiot" as I did and rubbing the back of my head where it had hit.

"Just gimme a sec." I murmured, annoyed as I pulled out my phone and texted Gwen quickly.

'_Ah the wonders of modern technology.'_

A few seconds later I got a reply.

"First one, closest by the school." I read out and looked down. "Let's go." I rubbed my hands together excitedly and started moving towards the bus, Harry in tow.

**So this was more of an introductory chapter to get this all kicked off. Just bare with me folks! XD**

**Adios!**


	2. Chapter 2

"This is crazy." I said under my breath, listening to the lecture on Oscorp's idea for cross-species genetics. "Like, the stuff of sci-fi crazy."

"Shush. You're nerding out right now, don't deny it."

I grinned at Gwen. "Maybe a little. Just because it's crazy doesn't mean it isn't awesome."

"Parker! Stacy!" I jumped and looked at the lecturer.

"Sir?" I caught Flash smirking at me in the corner of my eye but ignored him.

The lecturer sighed. "I asked do you have an idea or an example of how cross-species genetics could be used?"

I breathed out in relief. '_Something I can answer at least.'_

"Yeah. Er…Let's say that someone's lost their arm or leg-something like that. Lizards have the ability to regrow lost limbs right? So you give that person said lizard gene and voila. Your amigo has his arm or leg back. At least…it should work in theory." I shifted on my feet awkwardly, face flushed. I hated speaking in front of other people.

The lecturer nodded. "Pretty much." Then frowned. "How old are you?"

"Fifteen sir." He blinked.

"It took most of our top scientists months to reach that. It took you…what, a couple of minutes?" He whistled slowly. "You ever considered a job here?"

I shook my head. "More of a spider guy than a reptile one." At that the lecturer smiled.

"You're gonna love this next one then kid." And with that we moved, me keeping my head down, except to give Flash a mock bow as he just stared at me slightly slack-jawed. I went on, head down and chuckling quietly.

"Show-off." Gwen muttered at me.

"You're just mad I thought of the whole lizard idea before you." I returned.

She made an 'eewww' face. "Yeah right. Having lizard scales doesn't appeal to me that much." I snorted and shushed her as the lecturer started speaking again.

"There are fifty of these spiders…" The lecturer pointed to a tank full of the animals. "And they have all been genetically engineered to be better in every way. They're faster, stronger, healthier than any other spider in existence."

"Is this a lecture or just a way for Oscorp to blow its own horn?" I asked Gwen under my breath.

"Probably both knowing my dad." Came a voice from behind us.

"And the prodigal son returns. Where'd you go?" I asked, keeping one ear on the lecture. He was talking about how they could detect vibrations through their webs.

He just tapped his nose. "The usual stuff." I just nodded.

To say Harry had daddy issues was an understatement. The kid barely knew him and talked to him. He was 'too busy running an empire to spend pointless time chatting.'

Norman Osborn's words, I swear to you.

Anyway every time there was a trip to the massive Oscorp building, Harry somehow managed to sneak away and tried to find his dad to talk to him. Usually he failed.

"Ermmm…Sir?" A nervous assistant had hurried over to the lecturer and whispered something into his ear. That was when I noticed the top of the tank was ajar slightly. Not big enough for one of those to get out? Right?

Well, whatever he had heard was apparently enough to scare the lecturer half to death. I watched in mild curiosity as the colour drained from his face and his eyes widened.

"Everyone please head to the lobby in a fast and orderly fashion." We just stood looking around. "Now!" He barked out at us and we started bustling along, chatting nervously.

"What the hell?" Harry muttered.

I looked around and jumped, letting out a gasp as I felt something bite into the skin on my hand. I shook it quickly, trying to ease some of the throbbing that I could feel coming on, and felt something bounce against my skin. I looked down, searching for the offender but didn't find anything.

We bustled into the lobby, spreading ourselves on the chairs and couches that were spread around the sides. Harry, Gwen and I found some in the corner and I threw myself down on a couch, suddenly exhausted.

"Wake me up if the world blows up." I mumbled tiredly and closed my eyes, drifting to sleep.

"Peter!"

I twitched, shuddering.

'_No!'_

"Come on man, wake up!"

I twitched again.

I felt a hand on my shoulder and shot up like a bolt, grabbing the hand and twisting it, faster than I had thought possible. I looked down and let go off the hand, lying back down and shivering, suddenly extremely cold.

"S….s….sorry." I managed to get out to Harry as he stood up massaging his wrist.

He just shook his head. "Don't worry. Although I had _no_ freaking idea you could move that fast."

I shivered again. "Neither…N…Neither did I…"

I looked around me. Mostly everyone else was either asleep or on their phones. No one had noticed my little…episode thankfully.

"Wha…What happened?" I panted out, breathing hard.

He shrugged. "I have no idea. One minute your fine, the next you're twitching and shuddering saying 'no' over and over again."

"Whe…where's…Where's Gwen?"

He nodded behind him and moved out my way to show a sleeping Gwen, sprawled over a chair. I laughed shakily.

"G…Good to…Know that I'm not the only…one." I blew out breath and sat up, steadying myself on the back of the couch as the giant room spun around me. "Woaah…" I put my head in my hands.

"You're not looking too good man. I can go get someone for you if you want?"

I waved him off. "No. I'm…I'm getting better." I lied. "Just..gimme a couple of secs."

"All right kids!" I winced at the volume.

"Does he have to shout so damn loud?" I mumbled into my hands. I could practically hear Harry frown.

"He's not shouting man."

I looked up. Harry was whispering to me and I could hear as if he was talking down my ear.

'_What the hell?'_

_"_Back on the bus! You've got a free pass for the rest of the day!" There was an eruption of cheering at that and I winced and put my head back in my hands at the sheer volume of it.

"Go wake Gwen up." I mumbled into my hands. "I'll be good in a few." I could…I dunno…sense everyone moving around me. It was weird, like vibrations going off all around me.

And it was _really _disconcerting and freaky.

What the hell was going on with me?

I went through the day, wondering if it was something I ate or something normal like that.

'_Oh. Crap.'_

The spider tank. My sudden speed and sensitivity.

Oh double crap. That spider had been the one to bite me. That spider was what had scared the lecturer half to death.

What was I meant to do?

'_Nothing. No one can know.'_ At least until I could figure out what the hell the effects of this was. Except for the pure sickness flooding me.

"Helloooo? Earth to Peter?" I looked up at Gwen's teasing voice. "Woah. You look like hell."

I gave a shaky laugh. "Thanks. I…I think." She held a hand out and I wiped my sweaty hands on my jeans and took it, pulling myself up. I tried to pull it away but it wouldn't. I frowned and we both started pulling. There was some sort of…suction keeping it there.

"Right. That's…That's weird." At least I could actually speak now. I grabbed my wrist and pulled, hard. The hand came away and I just put them by my side's being _very_ careful not to touch anything.

"Erm…" I rubbed the back of my neck and shifted on my feet.

Gwen raised an eyebrow. "What was that?"

"I have no freaking idea." I said quietly. All though I had a faint one.

We walked through the doors and onto the waiting buses and I sat down near the back and put my head on the cool window, closing my eyes and trying to block out the heavy noise giving me a headache. Unsuccessfully.

I was in _so much _trouble.


	3. Chapter 3

"Parker!"

'_No. Go the hell away.'_

"Hey Parker! I'm talking to you!"

I gritted my teeth and turned around, wobbling slightly from the spider bite. I was just walking across the school field to sit in the bleachers for the day before this jerk ruined that.

"What?" I snapped out irritably.

Flash bared his teeth in a bear like grin. "Lunch money amigo." He clicked his fingers. "On the double."

I cocked my head at him. "No." I was fed up of being this guys plaything. Enough of that.

'_Well this is new. Best hope that speed is still hanging around.'_

He glared at me menacingly and cracked his knuckles pointedly. I rolled my shoulders in response and felt the unfamiliar sensation of adrenalin course through.

So, in case you didn't guess I'm not a fighter. I don't fight. I keep my head down and avoid people's attention.

So you can probably imagine everyone's surprise-_especially_ mine- when Flash threw a punch at me and I slipped it, moving around to the back of him fast as lighting, moving on pure instinct.

I heard his friend's slight gasps and blinked.

'_Hello there.'_

He spun around again and threw another punch at me. I sidestepped it this time, holding back any hits. I had no idea how hard I would hit after that bite. I mean, c'mon, I got super speed, super sensitive hearing and sticky hands from that bite. I wouldn't be surprised if I started eating flies.

Actually on second thoughts scratch that. That's disgusting.

I slipped another punch and crossed my arms, leaning back on my heels and yawning mockingly. By this time he had gone bright red and people were beginning to gather round.

He straight up lunged at me, arms out. I rolled backwards, letting my heels take my weight and standing back up. I stepped forward and got in his face before he could react.

"One warning." I growled out so only he could hear. "Stop."

He moved backwards, shaking from adrenalin. I copied him, eyeing him warily.

He just nodded slightly and backed off into the crowd, face red as people started cat calling him and wolf whistling. I just disappeared into the crowd-something I had a knack for doing lately- and made my way to the bleachers as another wave of nausea swept over me.

It had been like that all day, coming and going. One second I feel freaking _amazing_, the next I'm struggling to stay conscious.

I wasn't sure if it sucked or was awesome. Maybe a bit of both.

* * *

**_Let's give Parker a bit of a break shall we? He's probably just gonna sleep or pass out in the bleachers…right? Anyhow to the Oscorp building!_**

* * *

"Sir, there _is _no cure." The scientist said this with an air of frustration, like it was something he had said many times over the years.

"No Otto. No. This one is different I'm sure of it!" The man held up the green serum and examined its contents. "Enhanced speed. A stronger body."

"You're forgetting the chance of insanity. Norman please, for all our sake's run some damn tests on rats before yourself!"

The man shook his head. "No. Not again." He smiled crookedly. "It's the same every time…'Test it on the rats!'" He shook his head again. "No. This time we see how it reacts straight from the bottle. No modifications. No one messing it up." He slammed his hand down on the table suddenly. "No one!"

"Consider your son then friend…"

"My son hates me. And I am glad of it. No one, _no one_ deserves the attention of the hounds that are this company's board." He grinned a crooked grin again. "Trust me Otto. With this we could stop _wars_, annihilate any troublemakers."

"All while curing this 'untreatable' disease." Otto Octavious remarked drily. "You are truly set on testing this on yourself old friend?"

Norman Osborn nodded.

"Then I'll prepare the glider and suit." He informed Osborn with a defeated air now. "Someone has look out for you…"

As the scientist left the office, Norman Osborn swigged the bottle's contents and dropped to his desk, violent, dark thoughts racing through his head, cracking it open.

The last thing he remembered before closing his eyes was one word.

'_Harry'_

* * *

**Now, fast forward a couple of hours and we find ourselves back with Peter Parker…who has no idea of the trouble he is about to be dragged into…**

* * *

'_Wake up.'_

I groaned, throwing my arm over my eyes.

"Five minutes." I mumbled.

'_Wake up.'_

"I said five minutes." I mumbled again.

'_WAKE UP!'_ My eyes shot open and my body moved of its own accord, moving into a standing position. I looked around me frantically for the source of the voice.

There was nothing. Just me, my bag, my screwed up spider sense…_and a freaking bomb flying towards me!_

I reacted, throwing myself sideways and rolling into a crouched position. The bomb-it looked like…I don't know. A pumpkin bomb? It had glowing eyes like a jack-o-lantern anyway-hit the place where I had been sleeping and exploded on contact, sending a massive blast of heat over me.

'_What the hell?' _ I felt something…I dunno…tingling on the back of my neck? Whatever it was it screamed at me to move and I moved on instinct again, rolling as another bomb hit the spot where I had been standing.

My ears were ringing from the blast of the bombs and I shook it off, quickly forgetting about my sickness as adrenalin rushed through my body for the second time that day.

I heard cackling above me and looked up to see something on a…a freaking glider?

I'm not sure if that's cool or scary.

Maybe both?

The person on the glider cackled again and sped off. In the direction of the school.

Oh.

Crap.

I pulled my phone out from my pocket quickly and phoned Gwen. She picked up just as quick.

"Gwen?"

"Peter? What's happening?"

I spoke quickly and frantically. "There's some maniac headed to the school. He has freaking bombs and a glider Gwen! Get everyone out!"

I heard explosions ring out from the other end and someone cursing at the same time I saw a plume of smoke erupt from the science block. I swore and dropped the call, putting the phone back in my pocket.

'_Come on Parker. Think!'_

I thought. And thought.

And then thought I was out of my mind.

It kinda went a little like this.

'_You have powers. You stick to stuff. And can suddenly fight like a pro. So fight.'_

Nuts right?

But then again no one else could stick to stuff…

I looked at the buildings and then at my hands.

Would it work?

I pulled my hood up and started running, hoping to hell I wasn't about to get myself killed.

* * *

I stood, looking at the plain wall in front of me as I heard screams of fear, sirens ringing around me.

I pressed my hands to the wall, silently praying that this would work.

It did.

I felt this sort of…suction keeping me attached to the wall and moved, dragging one hand off and moving it up, pulling myself upwards. I steadied myself on the wall with my feet and began the climb to the top of the building where the glider dude was throwing bombs from.

I was _climbing _a wall with my _bare hands_.

It was freaking awesome, regardless of the current situation.

I crawled upwards, making sure that my hood stayed up. I didn't want anyone to see this and sure as hell wasn't planning on making this a regular thing. I was _more_ than happy to leave this madness to Iron Man and his lot.

But they weren't here. So I guess I'm playing superhero intern.

Yay.

That was sarcasm by the way.

I crawled over the side of the building and fell onto the roof, quickly bringing myself to a crouching position, one hand resting on the floor, the other in the air ready to…do whatever the hell it needed to.

It felt good. Natural.

Then I realised I was crouched like a spider and that, that was probably only because of some crazy sci-fi spider.

I _really_ had to look into that.

I took in the figure standing on the edge of the building, laughing manically and throwing bombs willy-nilly.

He was outfitted in a dark green metal suit, a belt around his waist which his hand occasionally dipped into to grab more bombs. The glider was behind him, hovering slightly above the ground, painted in the same dark green as the man's suit and had even _more_ of those pumpkin bombs on them.

How the hell did I even know they were bombs anyway? Some kind of inst….

I really had to keep my head focused.

"Hey, man!" I yelled. Sarcasm to the rescue! "Is that thing meant to look like some sick dude sneezed all over you?"

The man stopped his cackling momentarily and turned around, rubbing his hands together.

His face was covered by some sort of metal mask thing. Not to dissimilar to Iron Man's actually.

Except, y'know, Iron Man's faceplate wasn't a damn deranged _Goblin!_

He giggled, like a kid at Christmas. "Ooooo." He whooped lowly. "A new plaything." He clapped his hands and started dancing around manically. "Let's play…Catch!" And with that he jumped onto the glider and zoomed off to the students running from the burning building and headed towards a certain blonde haired girl.

'_Son of a…'_

Whoever this guy was, he was clearly off his rocker. And he was headed to Gwen.

Nu-uh. Please refer to the meme known as '_One does not simply'_

I ran to the edge, trying to think off a way down there.

'_Of all the powers I get from the damn spider I don't get webs?' _I cursed my luck and then promptly fell on my ass as some bloody webbing shot out from my wrists and connected to the lip of another building.

Well I'll be damned. Organic webbing.

I loved that spider.

This…Green Goblin (kinda obvious I know. So sue me) guy was like a crazy clown.

I hated clowns.

So, without thinking (This was happening way too often) and without knowing how this web thing worked I picked myself up and threw myself off the building desperately thinking '_Web! Web!'_

It didn't come. So I started flailing mid-air and pressed down on my wrists desperately, trying to force something out and felt some kind of…small bump? Anyone else wouldn't be able to feel it but..you know…super senses. That includes touch.

At my touch another web spurted out in a concentrated line and connected to the same building, slowing my descent to the ground. Students stopped running and started looking at me in amazement like idiots.

And suddenly I was extremely glad that I had a hood on that covered most of my face.

I heard more cackling and set off running in the direction I had seen Gwen, praying I would get there in time.

* * *

I didn't.

I rounded a corner by the entrance to the science block at breakneck speed and stopped dead in my tracks.

Gwen was stuck in the air, held up by the Goblin with one hand.

Now Gwen was light. Lighter than most. But it would still take some _major_ strength to keep her up in the air like this guy was.

I advanced forward slowly and warily, unsure of what was about to happen.

'_Duck!'_

I listened to instinct and ducked, making another bomb miss me narrowly and coating my back in heat.

So he was just as fast as me if not faster. Brilliant. Why the hell did I jump into this again?

"Hey greens." I said as I rolled, dodging another bomb and clutching my hood tight.

"The ickle-bitsy Spider's back for more!" He broke into maniac laughter again and clutched Gwen's throat a bit tighter whilst she hit his arm hopelessly as he choked the life out of her. I clenched my fists in frustration as I watched her slowly choke. And I couldn't reach her.

'_Idiot. Spider webs!'_

I rolled again and pressed two fingers on each hand down on their respective wrists, sending a web speeding towards the Goblin whilst another sped for Gwen's body.

Apparently these webs had a bit of…recoil to them as the one that was speeding towards the Goblin missed completely while the other hit Gwen and stretched taunt. I pulled back cautiously, testing the pressure it could take and was surprised at how sturdy it seemed.

The Goblin laughed again (he really did do that way too much) and pulled back. "Ooooh Tug of war Spider? I like your tastes!" He started pulling Gwen back and the web started splintering slightly. I moved on instinct (Christ that's getting old. Sorry) and leaned back on my heels and jumped, letting the tension rocket me forwards toward them.

I collided with the Goblin, sending all three of us sprawling on the ground. I recovered fastest and jumped to my feet and hauled Gwen up, rushing us into the science building before anyone could say anything. Well except for me.

"How's about Hide and go seek Gobby?" I yelled behind me as I pulled us into the building and down a deserted corridor.

Gwen started pulling from my arm and dug her feet in the floor, stopping us dead. I turned quickly and eyed the door whilst keeping my head bowed so my face was still hidden.

"What?"

"Who the hell do you think you are?" She snapped furiously.

"We don't have time for this…" I mumbled and then spoke up. Hell if I couldn't trust Gwen I sure as hell couldn't trust anyone else. "Look, you can't tell _anyone _about this."

She frowned but nodded none the less. I moved to pull the hood down but was interrupted by an explosion in front of me. I moved, pushing Gwen into a classroom and webbed the door shut, noting how instinctive and easy to was to do with satisfaction.

Then the Goblin decided that it was a good idea to rush forward and grab me, pulling me onto the glider and pinning me to the wall.

"Incy." He snapped an elbow into my ribs, shattering them and making me give a strangled yell as agony flooded my body. "Wincy." This time he snapped his head into mine, making my nose explode with pain and stars swim in front of me. "Spider!" He gripped me a bit tighter and swung me around, throwing me into the opposite wall hard enough to leave a dent.

He advanced slowly, laughing that crazy laugh as I groaned, trying hard to fight off the blackness seeping into my vision.

**Cliffhanger! Woot! XD**

**So a quick little update for those that care. The chapters for this fic will probably come slowly and unsteadily. Sorry but school and RL takes priority unfortunately and I want to make sure that these chapters are at the best I can possibly make them instead of just rushing them out for the sake of it.**

**Also, I might just overuse the words 'man' and 'dude'. In case you didn't know I'm a Brit. I have no freaking idea when it comes to American dialect seen as we usually use things like 'lad' and 'mate'. At least in Liverpool XD.**

**It might seem like the whole web thing seems a bit rushed but I promise that I will go into it more in-depth in a later chapter. For now it's all about them developing mid-battle forcing reactions instead of emotions.**

**At least that made sense in my head. xD**

**And, I think that's it. Major shoutout and thanks to the anon that reviewed! You have no idea how happy that made me!**

**And with that one Adios amigos!**


	4. Chapter 4

_He advanced slowly, laughing that crazy laugh as I groaned, trying hard to fight off the blackness seeping into my vision._

Note to self: Broken ribs hurt. _A lot._ So did nose bleeds when pure, solid metal smashed into your head. And that wall…damn, that was gonna leave a mark. Or ten.

The Goblin reached me and grabbed me by the scruff of the shirt and pinned me against the wall again. I braced myself as I saw his fist draw back.

"Down came the rain!" He crowed and punched my uninjured side. _Hard._

I felt all air leave me in a massive breath and another white hot lance of pain shot through my body as he chortled.

I hissed slowly, grabbing my breath back and pushed my face square in front of the Goblins so I could see his eyes. They were insane. The eyes of madness incarnate if you will. They were yellow, clouded over with rage and lust and insanity and something that just radiated pure _evil._

I was looking at what seemed to be the devil incarnate.

And he was gonna kill me.

Crap would be the understatement of the century.

"And washed the spider out" He whispered, almost reverently as he brought his knee up and kicked straight down on the inside of my knee, shattering the bone into about a million pieces.

I opened my mouth in a silent scream as the full force of the hit shot through me like a lightning bolt and made my back arch in response.

He dropped me and I crumpled to the floor in a heap, barely keeping my back against the wall, shuddering as the aftershocks of the break shook through me.

"I will destroy you little one." I heard someone murmur in my ear quietly, breaking through my dazed, almost unconscious state. "You and all you hold dear to you." He giggled a bit. "But first, I have a meeting to attend to and a city to absolutely _demolish_." And I heard a smooth gliding noise as he sped off on that damned glider.

Well. Talk about lucky escapes. Real lucky.

The last thing I remember seeing before letting the blackness seep in to my vision was a flash of blonde hair and a concerned face.

'_Not a bad face to pass out to'_ I mused as I drooped against the wall as all strength left me.

* * *

"Urrrr….."

"Oh my god! Ben! Ben! He's waking up!"

I threw my arm over my eyes quickly, wincing at the dull ache all over my body and the flash of pain at moving my arm too quickly.

"Aunt May?" I asked, voice quiet and weak. I felt someone grab my hand softly.

"Peter. I'm here." I smiled slightly under my arm and moved it to take in my surroundings.

"Woaaahhh…." I groaned as the stark white colour of the room jumped out at me and cause the dull ache in my head to intensify. "That's…bright." I mumbled. I saw someone small step into the room.

"Easy kiddo. Those ribs aren't gonna heal themselves."

I smiled a bit more. "Uncle Ben."

"Yeah, that's my name. Glad to see that that bomb didn't screw your memory up." I grimaced at that, struggling to remember the fight with that…

Oh. Now I remembered.

Well damn. I'm real lucky to be alive.

"Well…Not all of it anyway." I muttered uncomfortably. I wanted to see what they had been told. "What happened? At the school?"

I saw them both shake their heads. "We don't know." Aunt May said quietly.

"We know bits and pieces. Some madman decided to bomb the school. Some kind of terrorist attack the TV said. One of the bombs hit you and shrapnel ripped you to shreds." Uncle Ben said just as quietly but with something else in there. Like…he didn't like what he was saying and hated it.

I don't know how to describe it but it was just plain wrong.

"Your friends visited." Aunt May told me.

At that Uncle Ben smiled. "We had to send them off for sleep. We had to virtually chase them out." He snorted slightly. "The girl in particular."

I flushed bright red. "That is not fair." I moaned as I threw my arm over my face again. "Just a friend."

I heard him laughing heartily. "You make this way too easy kiddo. Way too easy."

"Ben!" I heard Aunt May scold him. "Leave the boy alone."

I moved my arm to see him smiling with his hands up in the air. "Kid makes it too easy May." He chortled.

"So." I said after some time of just talking. "When am I good to get out of here?" At that they both frowned.

"The doctor said a couple of days. For some reason you're healing up way faster than you should." Uncle Ben told me.

'_Ah. Thanks spider powers.' _I tipped an imaginary hat to said spider for probably keeping me alive.

"Well I am definitely not complaining." I said and promptly lay down to sleep. "But I am most definitely sleeping." I heard chuckling and closed my eyes, embracing sleep again.

* * *

**Let's give Peter some rest eh? Our amigo has been put through a meat grinder. In the meantime though, we'll head to the sky of NYC shall we?**

* * *

He looked out at the city's setting sun, admiring the fiery rays it spilt through the silhouettes of buildings. The constant noise from the city that never slept.

The Green Goblin shot off across New York's sky plotting and contemplating. About what?

Well that Spider…Man. He didn't deserve the title of kid. He had too much…individuality about him. He alone had decided to stand against him.

The Goblin chuckled. He alone had would become his finest work. He would mould him; shape him into the ultimate killer. The ultimate individual.

He would destroy him utterly. Shatter his world into a million pieces, mentally and physically. Then he would rebuild him into a whole new image, a whole new person.

And the world would tremble at the pair of them.

_Unstoppable._

For now though…A bank bombing should get him by. He was getting bored…

* * *

**Now, skip ahead a couple of days...**

* * *

Hospitals sucked.

Jus' saying.

My phone had been destroyed in the fight with Green Goblin and Aunt May and Uncle Ben had work to do.

So I was pretty much alone for a couple more hours.

At least I thought so until I heard the door click open. In an instant I had gone from relaxed and bored to tense and coiled to spring. The door opened and Uncle Ben came through it.

I breathed out. "Hey Uncle Ben." Then frowned. "Please tell me you have a new phone?"

He shook his head amused. "Nope. Sorry kiddo." He reached into his pocket and pulled his out, placing it on the desk next to the bed I lay in. "But there's mine. I might forget it on the way out." He said with a wink.

I grinned and he sat down, leaning back and crossing his legs.

"So. What was Spain like?" I asked him, trying not to laugh at the sunburns covering his arm.

"Not too bad actually. Although." He wrinkled his nose. "The sunburns and TV leaves something to be desired." I laughed.

"So. What's it like to be able to shoot webs?" He asked casually, like he was talking about the weather. I froze and looked at him in disbelief.

"_What?"_ He smiled and looked at me.

"I know kiddo. Cornered the girl that brought here and forced her to tell me what actually happened to you. Smart girl covering for you but I know a quick lie when I see one." He chuckled. "I did raise you after all."

I just stared at him. "Aren't you meant to…like I don't know…tell me off?"

"Why should I?" He asked simply. "What you did was dangerous to say the least. But it took guts. And probably stopped the entire school from going down in flames." He leant forward. "You saved at least one life for certain. I guarantee that you saved more than that by fighting that maniac."

I pushed myself up into a sitting position, slightly stunned from his reaction. "I guess you want me to tell you how it all started?"

He nodded. "Yeah, but I probably wouldn't understand half it. Don't worry about it kid." He paused thoughtfully. "I will say this though. Me and your father believed that if it was in your power to help someone, somewhere, you should put one hundred and ten percent into helping them. Great power, great responsibility. Just some food for thought." He stood up. "Now, after that bombshell I need to get back to work. No rest for the wicked eh?" He winked and moved to the door, making a big deal of checking his pockets. "Damn phone…"

I laughed, albeit shakily and picked said phone up.

'_Who first? Gwen, Harry…" _I'd made my mind up before the thought had even finished forming and quickly entered Gwen's number. She picked up pretty fast.

"Hello?" She asked cautiously. "Who's this?" Ah, I was using Uncle Ben's phone. This could be…fun?

I put on a really deep voice trying not to laugh. "I'm Batman."

I heard laughing on the other end and smiled. "Peter?" She asked in between laughs. "Holy crap, it's good to hear you. I thought you'd be out of it for a another couple of days."

"Should I be offended by that?"

"Maybe?" I snorted. "They let you out yet?"

I considered that. Apart from a dull ache from my ribs and general stiffness I felt fine. And I could shoot webs. Hmmm….

"Nope. Although I might just sneak out considering I'm bored out my mind."

"Don't you dare Parker." She warned me sternly. "I didn't carry you all the way to an ambulance just for you to bust them up again."

"Ah…" I rubbed the back of my neck, a nervous habit I had picked up. "I guess…we should…ah…talk about that?"

"Yeah." She said quietly. "Yeah, I guess we should. Not everyone can shoot freaking _webs_ out their wrists."

"Trust me I was just as surprised as you." I paused for a second. "You alright?"

"I…" She breathed in. "It's not every day a mad goblin tries to kill you then you get saved by someone with spider powers." She laughed quietly. "All things considered I'm doing good. Sore neck but no mental breakdown. I'll take what I can."

"Where are you?"

"Peter don't-"

"I'm not coming over there." I lied. "Just wanna check up on everyone. Doing nothing is driving me insane."

"Fine." She sighed. "Just walking round the park. Just trying to…clear my head y'know?"

I breathed in. "Yeah. I know the feeling. What about Harry?"

"Right here man." The door opened and the lanky boy slid in and leaned against the wall.

"Well. Haven't you just got perfect timing?" I joked.

He shrugged. "What can I say? I'm awesome like that." I put Gwen on speakerphone.

"So has anyone got any news on that maniac?" I asked. Harry frowned.

"No. TV says he some sort of terrorist agent, SHIELD stated that they had no idea where he came from but he isn't a terrorist."

I looked at Harry. He was looking pale, sickly pale. "You alright man?" He shook his head.

"Someone ripped their way through OsCorp a couple of hours before the school attack. They haven't found my dad and an experimental suit and glider went missing. All the security footage is just…gone." He frowned again. "It's too coincidental you know?" I nodded. Being the heir to a empire had its benefits news wise I guess.

"Hey Harry. Think you can sneak me outta here?" He opened his mouth but was interrupted by Gwen.

"Harry if you sneak him out I promise you a bed right next to him." She told him, real concern in her voice. "The idiot might break his ribs again if he does get out again."

"Woah, chill Gwen. I was joking." I frowned and looked at Harry.

_"Whats up with her?" _I mouthed at him. He shrugged.

"_Girls."_ He mouthed back. I just shook my head. "Look Gwen, I've gotta cut this call. Uncles battery is gonna run out." I clicked the phone off and set it down then pushed myself into a sitting position on the side of the bed.

"So. What was that all about?" I mused out loud.

"She was scared out of her mind for you man." Harry spoke up, moving in front of me and leaning on that wall. "Kept going on about how you almost died because of her. I shrugged it off, thought it was just survivors guilt."

I looked up at him. "So. Do me a favour and tell me how much longer I have left in this hellhole. Otherwise I really am sneaking out."

At this he grinned. "I tell you what. You get up and walk around this room twice fine, then I'll get some of my dad's friends to pull some strings and get you out tomorrow."

I don't think I've ever walked faster.

But one thing stuck out in my mind from that little conversation. _"She was scared out of her mind"_

Yeah. We really needed to talk.

**Well screw me, I love weekends! I can just write…and write…and write… xD It's awesome.**

**So I hope everyone liked that one. Less action more plot isn't always a bad thing. But to say I struggled with this chap is an understatement. I know where I want to take this story but this particular scene was hard to write. Guess I just suck at the whole stuck in hospital thing. Good thing that it's most likely the last time for it xD**

**All in all though I'd like to think it didn't come out too bad. Let me know!**

**And a major thanks again to the anon review! And to anyone that even looks at this fic. It means a lot to me that your taking time to read this. So thank you!**

**And Adios!**


	5. Chapter 5

**Ah…now we start to get into the meat of things here xD Enjoy peeps! Major shout out to Brad Hall for the review and again thanks to everyone that even reads this chap! **

**I might just add that onto the start of every chapter 'cause I'm never gonna be able to say thanks enough!**

* * *

"You're free to go Mr Parker. Just try not to strain yourself too much for the couple of days." I nodded absentmindedly, hearing the free to go part but nothing else.

I jumped up from the bed I had been lying on top of and pulled a black top on without a wince of pain.

I should really be more concerned about all these crazy powers that spider had given me but honestly I loved that thing right now. There were virtually no downsides to the bite so far. Hell, even the sickness I had felt the day I got bit had passed.

I sprinted out the room and down the stairs off the hospital at breakneck speed, sidestepping patients and visitors at the last possible moment with a quick "Meep, meep!" shot behind me.

I burst out the doors to see a massive limo waiting there, with Harry leaning on it. I stopped and cocked my head questioningly.

He opened the door and looked at me. "Well? I sure as hell didn't get you out of there so you could collapse walking to your place." I laughed and moved to get in, noting with concern Harry's face.

It was chalk white, like he'd seen a ghost or something and his voice was just…flat. None of his usual sarcasm or general happiness was there.

I got in and Harry clambered in, taking a seat opposite me. The doors clicked locked.

"Peter, promise me that you won't tell anyone about this. It's dangerous." Well that was forward. I raised an eyebrow but nodded for him to go ahead.

"It's about your parents. Or more specifically what your father was working on."

My heart sank and I felt myself tense up.

You see my parents left when I was two and never came back. Just _poof_. Gone into thin air. My father had worked as a geneticist at Oscorp, looking for a cure for cancer and rumour had it he had been killed in a car crash. Or a plane crash. Depended on which website you looked at.

I thought I had buried that hatchet years ago and moved on from it. And here it was, _now_ of all times, coming back to haunt me. Brilliant.

"Go on." I whispered.

He took a deep breath and handed me a paper full of pictures of this black…goo I guess.

"What am I looking at here?" I asked quietly.

"A cure for cancer." Harry responded just as quietly. "Your father found this from a meteor that crash landed somewhere near Tunguska." Ah the infamous Tunguska meteor.

I frowned. "How the hell did it survive that long?" He shrugged.

"No idea. Your father thought it was a new element from space. Something we could use and advance in order to cure cancer." He leant forward a glint in his eyes. "Peter it _worked._ I went digging through some really old OsCorp security footage and records. He made it into this…suit I guess that covered the entire body and linked with the host's mind. A symbiosis he called it."

I opened my mouth and closed it. Opened it. Closed it. I cleared my throat. "How do you know it worked?"

"He injected himself with cancerous cells. Waited a couple of days for it to properly spread through his body and donned the suit." He whistled softly. "Peter your father found a cure for cancer. He isn't dead. He's missing but not dead."

My head shot up from the pictures of the black goo. "What!?"

He handed me another picture, this time one showing a black suit with tendrils flicking about it. The facemask was drawn back showing the eyes and some of the face. It was old, wrinkled but I had seen those brown eyes and nose before. I saw them every time I looked at Uncle Ben or looked in a mirror. "We found this in an abandoned OsCorp facility a couple of months back." I saw him smirk slightly. "Had to hack my way through about fifty layers of security to find it."

"Oh my god…" I mumbled looking over the picture desperately. I looked up at him. "Harry…do you know where he is now?" He shook his head.

"Sorry Pete. I only found these by accident whilst I was combing the system for info on my dad."

"Oh my god…" I mumbled again, touching the picture lightly.

"I figured you should know." His voice took on an urgent tone. "Peter, I'm serious. If OsCorp find out we know about this, we're in major trouble. They must've kept this a secret for a reason." I nodded dazedly.

"I…yeah sure." I looked around. "But…isn't the driver OsCorp?" He snorted.

"No driver. It's automated."

I whistled softly. "Smart stuff." He nodded. I looked down at the picture again. Everything linked back to OsCorp in one way or another… "Hey Harry?"

"Hmmm?"

"Feel like sneaking into OsCorp? I reckon we could get through a good amount of security and info before we have to bail." At this he gave me a cheeky grin.

"Thought you'd never ask. When?"

"Tonight." The car pulled up outside my Aunt and Uncles house. "Meet me here and we'll figure something out."

He nodded and I got out the car, clutching the image of my father and knocked on the door in a daze, which opened to a very happy Aunt May. Uncle Ben was still at work.

The only easy day was yesterday right?

* * *

Times Square. One of the most iconic places in New York. Filled to the brim with people, bustling about their daily lives, not caring for anyone but themselves and their families.

Fools. They were all dead people.

He would shape Spider-Man into the killer he could become. He promised he would tear his world down.

So he would start with his city.

As the Green Goblin zoomed down towards Times Square, grabbing his pumpkin bombs, he cackled with excitement.

The _sheer_ violence he was about to commit would be wonderful.

* * *

_Knock! Knock!_

"Got it!" I shouted to Aunt May and opened the door to one pretty…frustrated Gwen. "Hi?" I asked, testing the waters.

"Hi. Thanks for letting me know you were out." I held up Aunt May's phone.

"Actually, before you go all mama bear on me, I was about to before you knocked." I put it back down by my side and looked inside. "Come on. Aunt May would kill me if I didn't let you in."

I stepped inside and walked through to the living room and flopped down on the couch, turning the TV on and the sound right down. Having super hearing _sucked_ sometimes. I…I felt, I guess would be the best way to describe it, Gwen behind me, walking lightly on the floor. It was seriously disconcerting.

"So." I said awkwardly feeling my face flush slightly although I had no idea why. "I guess I owe you that talk then don't I?"

"I guess you do." She said quietly and sat down on the couch.

I scratched my arm and pushed myself up into a sitting position. "I guess the beginning would be the best place to start eh?" She nodded.

So I spilled everything. The spider-bite, the consequent powers and sickness, the fight with Flash, the fight with the Goblin. The only thing I didn't tell her about was my dad.

I pushed that to the back of my mind, still feeling dazed by it. Why the hell hadn't he said anything in all these years? He had to know where I was. It was his will that put me with Aunt May and Uncle Ben.

I stopped talking whenever Aunt May passed by. I couldn't tell her. She'd either scream at me or kick me out if she knew I went toe-to-toe with a supervillian.

Maybe that was a bit dramatic. But I didn't want her to have that on her shoulders.

"So." Gwen said, stunned by the end of my little tale. "You're half spider, half human now."

I looked down and shifted my feet around slightly. "Yeah. Pretty much."

"So what are you gonna do now?" She said softly. I whistled softly.

"I have no idea. I don't exactly plan on going full on superhero mode y'know? But no one else can shoot webs." I smirked slightly. "Plus I can move like the freaking roadrunner now apparently and sense danger if it comes shooing for me." I shrugged. "I don't know. I need to think about it."

We sat in silence for a while. At least until I spoke up. "Thanks."

She looked confused. "For what?"

"A lot. Not flipping out when I started shooting webs for one. Covering for me when I was out the game for a while." She stiffened up a bit at that last part. Like barely noticeable.

Barely. "You all right?" I asked her. "It's not every day you almost get murdered by an insane maniac with bombs."

"You're forgetting the 'my best friends half spider' part." She laughed shakily. "I'm fine. It's just…" She trailed off. "If you do that again try not to get beaten up that badly again." She took a shaky breath. "The thing that monitors your heart?" I nodded. "That almost flat lined on the way to the hospital." She whispered. "I thought you died."

Aha. That explains the whole don't sneak out thing.

"Well, I'm still alive and kicking."

"I almost got you killed by stopping you." I shrugged.

"No you didn't. The Goblin did by smashing my ribs and beating me half to death. If anything you probably saved me by getting me to that ambulance."

I turned the TV up as a distraction from the uncomfortable conversation. I was never very good at the whole comfort thing.

And if anything I was _very _freaking confused. Being hyper aware of most things now, I could feel my heart going the speed of sound whenever I looked at Gwen. And yes, before anyone askes, I remember what I thought before I passed out. I also know it was Gwens face.

Being a teenager sucks sometimes.

_And the menace, known to the public as the Green Goblin has attacked again in a matter of days. Times Square is currently…_

I didn't hear the rest because I was already up and headed to my room after muting the TV, Gwen hot on my heels.

"Don't go out there again Peter."

I spun in my room, shooting out a web to grab my jacket. Gwen just eyed it warily. I couldn't blame her.

"I'm not seeing any of the Avengers out there." I said quietly. "The police are gonna get massacred if they go against him." I turned around looking for something to hide my face. "And I don't see anyone else able to fight him." I couldn't find anything and just slid the jacket on, sliding the hood up once more. "I won't let him tear this city apart. Not if I can do something to stop it." I set off downstairs and shouted to Aunt May.

"I'm headed out!"

"Back before midnight!"

"I know!" I shouted back to the kitchen feeling bad about lying to her. I set off through the door, Gwen still behind me.

"Hey Peter." I turned around and crossed my arms.

"I'm going out there. I'm gonna stop him attacking Times Square. Then I'm gonna rip the Avengers a new one for not being here. So-" I was cut off mid-speech as she just rushed forward and hugged me hard.

"Fine. I won't talk you out of it." She said softly. "But if you don't come back alive, I'm kicking your ass." She let go and backed off, leaving me that much more…confused.

I nodded, blushing furiously and set off running down the street, making sure my hood was up and acted on instinct again.

I jumped, shot a web out and started swinging through New York City, Tarzan style of course. Why? Because freaking spider powers apparently let me swing through the city like it was second nature. Hell, for all I know, it became third nature or something because of that bite. A lot of things had, like the whole wall-crawling thing.

Girls confuse me. My dad being alive confuses me. This spider-bite confuses me.

Is it bad that I'm actually glad that Goblin decided to attack? I could use the distraction.

* * *

**Damn, that was one dialogue heavy chapter. You know the drill R&R!**

**And this is where I am seriously straying into AU coo-coo land. Fun times. xD**


	6. Chapter 6

**You remember when I said I was putting Peter through the gauntlet?**

**Well...Yeah...**

* * *

If there was one thing I could say about web-swinging through the city, building to building it's this:

Holy _crap_, it's awesome!

I swung ungracefully; throwing myself off one web and launching another one straight onto another building, letting my momentum do all the work.

It was effortless, easy and absolutely _amazing._

And then I was brought sharply back to reality as I rounded the corner and heard the screams of people, smelt the smoke from fires and saw the pure chaos the Goblin had wreaked on Times Square.

I swung myself high, throwing all my weight into the swing and threw myself on top one of the nearby buildings, landing unsteadily and falling to my knees.

I really had to practice that.

I looked around, hoping that I'd see him zooming around the sky on his glider and jumped about ten foot into the air when I felt something…tingle on the back of my neck that just screamed danger.

A good thing I'd jumped as well considering the glider went past the place where I had been at a speed that would've sheered me in two. I landed, crouched in that natural position again, one hand perched on the roof of the building.

I heard cackling above me and raised my head slightly. "Hey there snot face. I'm gonna have to ask you to escort yourself to a jail cell."

He chortled again and flew the glider so we were level with each other.

"I promise you Spider. I will make you what you are meant to be." He held his hand out. "Join me. We could take what we want, when we want. The world would _tremble_ at the two of us together."

I snorted. "You broke my ribs and leg buddy. I feel like some payback." And it was true. I had held back with Flash because I had no idea how hard I would hit. Right now, I _really_ didn't care.

He lowered his hand, almost regretfully. "Shame." Then he cackled again. "I will tear your world down Spider. Then you will wish you took this offer." He raised the glider slightly and prepped some of his bombs. I coiled, ready to jump at a moment's notice.

_'No more running.'_

"Just know, the offer is always there." He said quietly and threw the bomb at me. I jumped and twisted mid-air, shooting out a web to catch the bomb and swung it as I fell to the ground, letting it go and fly back at the Goblin.

"Batter up!" I yelled as I let it go and rolled back as I hit the ground, the heat wave from the explosion making me grip my hood a bit tighter to my head.

And he just glided out from the explosion, his green suit paint chipped in some places.

Well crap. Let it be known that this guy was a tank.

He shot forward and grabbed me, speeding us into open air.

"You will regret that little one." He said quietly and made to slam his elbow into my ribs again.

I manipulated my wrist and shot a quick spurt at said elbow, trapping his arm to his ribs. He dropped in surprise, swatting at his trapped arm and I found myself in free-fall for a couple of moments as I searched desperately for a building close enough to web onto.

_'That'll do.'_ I spotted one of the giant TV screens and shot a web to it, slowing down my descent and landing on the ground with a bump.

By a bump I mean I hit it hard enough to leave a dent.

The good news is none of my breath left me. I stood up and made a big deal of brushing myself off smiling under the hood. That was new. Guess I was getting better at the whole superhero thing.

A crowd had formed in a massive circle around the Square and I found myself facing off with a _very_ angry Green Goblin. Good to know I could get under his skin as well.

"Arrrr, poor Gobby." I teased. "Is the ickle monster feeling down?"

"Shut up." He growled.

"Does the wickle monster have a boo boo?" I really should shut up but it was just too damn fun getting under his skin.

"Shut up!" I should've taken the shout as a warning but again didn't.

"Arrr, poor Goblin. He's mad."

"SHUT UP!" He roared at me and let another one of those bombs go. I bent at the waist, Matrix-style and watched the bomb miss my face by centimetres. I spun and grabbed with my webs and threw it up in the air where it exploded harmlessly.

I jumped on instinct again and watched as the Goblin's empty glider shot past where I had been stood previously.

When I landed and stood up, we faced off, circling each other slowly.

"No more toys Goblin." I told him. "Let's see how you play without them."

He made a low growling sound in the back of his throat, only picked up because of my hyper senses. "I could've made you into something great. NOW YOU WILL DIE!" He roared suddenly and sprinted towards me.

I felt a bolt of adrenalin shoot through me and reacted to his sudden movement by raising my knee. And snapped a perfect kick into his arm.

'_Did I seriously just do that?'_

We both yelled at the same time from the same cause. Kicking pure, solid metal _hurt like hell._ All though by the yell he had given I had probably just fractured his arm.

I brought my foot back to the ground and took in the stunned silence. "Problem?" I gritted out.

The crowd around me cheered and started chanting the name the Goblin had called me.

"Spider! Spider! Spider!"

Huh. Not bad.

I glanced around the crowd quickly, making sure my face was bowed and did a double take.

There was Uncle Ben, grinning like a madman, chanting with the rest of the crowd.

I shot a quick glare his way (because he could _totally_ see my face) and looked back at the Goblin. Or at least where he had been before.

_'Crap. Where the hell is he?'_

I looked around frantically, noting that the glider had disappeared from its resting position. I looked up in the air automatically, expecting a dive bomb any second.

What I was _not_ expecting was for two bombs _and_ a Goblin occupied glider to attack me at the same time. My senses exploded, all of them screaming at me to jump, sidestep and roll at the same time. Instead I hit the deck, lying flat on my stomach and watched as all three passed by me and shot off in different directions headed towards the crowd.

_Crap._

I shot up like a bullet and shot out two webs, one headed to the Goblin and another towards a bomb. They both hit and I swung both in the air again, letting one explode harmlessly and forcing another off his glider and straight into a concrete hole.

I spun around, two webs shooting out towards the spinning bomb.

Now I'm not very religious. But right then, at that moment I was praying to whatever screwed up big boss in the sky that would listen that I would catch that bomb before it hit the crowd with my Uncle Ben in. If not I really, _really_ hoped it was a dud.

I didn't catch it.

The webs shot past harmlessly and grabbed two masks from the stands instead of the bomb and I watched as it span, mocking me with its eyes and cheery smile engraved into the smooth metal.

Said bomb went straight into the crowd and exploded in a blistering, scorching, fireball of an explosion.

As soon as it went off I dropped to my knees, grief overwhelming me.

I tried my best. _It wasn't good enough._

'_No. Please…'_

I looked up and saw sirens flashing as emergency services tried to extinguish the fire.

I saw bloodied bodies and skeletons from the pure _heat _of the explosion.

I saw children, mothers and fathers crying for lost family members.

And there, right at the edge of the crowd, unnoticed by most was Uncle Ben, lying on the floor, blood pooling around him slowly.

'_Please…He has to live. He **has** to.'_

I webbed my over to him, unnoticed by the now chaotic crowd. I didn't even bother checking for the Goblin. He didn't matter. Not now.

I landed, sliding to my knees next to him and slipped my hood.

"Come on…" I whispered desperately, trying to web up a massive hole in his side to staunch the bleeding.

I felt a wet hand cup my cheek and Uncle Ben sigh.

"You…" He coughed, a gut wrenching sound. "…Did good…Proud…of" Another coughing fit, this time longer with blood spraying from his mouth. "You."

"No, no, no, no, no…" I begged desperately. "Don't die." I moved his hand from my cheek gently, leaving a blood trail on my hand and cheek.

'_First blood.'_ I thought dazedly.

"Please…" I whispered, still trying to web up his wounds. Uncle Ben's eyes fluttered closed.

'_No…'_

I stopped my futile attempts and moved my hand to his neck, feeling for a pulse.

'_No!'_

There was none. I quickly moved my hand above his mouth and under his nose, begging desperately for a _sign_, _something_ that told me he was still alive.

Nothing came.

I felt wet tears slide down my face as I sat on my knees and looked on my dead Uncle's body, stunned.

He couldn't be dead. _He couldn't._

I looked around me to see hundreds of people in the same position as me, begging their loved ones to stay with them.

Pure, unadulterated _rage _flooded through me, making my heart hit the sound barrier, my blood to boil and my tears to stop.

The Goblin had done this.

Left all these kids fatherless or motherless. Taken some kids from their parents. _No one _from the crowd had been left unaffected.

_He was a fucking dead man._

* * *

The Green Goblin flew away from the pure carnage he had created, mixed emotions swirling around him.

He could've made the Spider great. Instead he spits on his offer and tries to _bomb _him!

He chuckled darkly.

At least he had gotten some payback for the fractured arm and chips on his suit.

The desperation in the boy's movements had been more than enough for him.

He had promised to shape the boy into the ultimate killer and he had _refused him_. The Green Goblin of all people!

Instead he would destroy the insolent brat. Rend his flesh from bone slowly and painfully.

And with that comforting image The Green Goblin sped off into the sun, chortling at the images flashing through his head.

* * *

I jumped to my feet, throwing on the red mask I had got from the stand.

_Instead of the bomb._

Anyway, I jumped to my feet, slid it on and sprinted away, swinging after the smoke trail and laughter that signalled the Goblin escaping.

_Get the hell back here._

I swung around a corner, let go of the web and twisted mid-air, dodging another bomb that was thrown my way and grabbed it, throwing it straight back at him with my webs.

He cackled. "Is the wickle Spider mad?" He taunted me in the air then threw another bomb at me. Instead of exploding mid-air though, it started smoking and slipped into my jacket. I cursed, rolling onto the nearest building and ripped the jacket off, looking around desperately for the green bastard.

He was nowhere to be found.

I cursed again and spun around, pacing the rooftop furiously.

At least until I heard my phone start ringing.

I stormed over to it and answered it, noting faintly that it was Gwen.

"What?" I growled out darkly.

"Peter…Oh god…" She muttered softly. "I'm sorry…I'm so sorry…"

Ah. Guess the media vultures had already started naming the dead.

"Unless you know where the hell that snot-faced bastard is Gwen, hang up." I snapped.

"Peter…Go home. He's gone."

"He. Is. _Dead." _I growled furiously.

"Go. Home." She said, tone still infuriatingly soft. "He'll appear again."

"And I'm gonna rip him into a thousand pieces." I replied tone harsh and voice shaking with pure rage.

"You don't mean that." She said quietly. "You're not that type of person."

"He murdered my _Uncle_ Gwen." I said darkly and hung up the phone, fuming and looking for something to vent on.

That concrete wall looked good enough.

I spun around and planted my fist in it hard enough to leave a dent a couple of inches deep.

**You know the drill people. R&R!**

**Also major thanks to the review for Chapter 5. Your epic whoever you anon reviewers are! xD**


	7. Chapter 7

The sun had begun to set, spreading a quiet, fading light through the city. And here I was, punching the living hell out of everything I could find, ignoring the pain in my hands and the bloodied knuckles.

"Help!"

The screech caught my attention and I paused my…venting to look over the edge of the roof.

What I saw didn't do much to improve my mood.

A mugger held a gun up to a woman and her child, demanding "Hand the money over you bitch!"

Seriously? Right after the episode at Times Square, now this complete _moron_ decides to try something?

I crawled over the edge of the building, sticking to the side and leaving the _very_ damaged rooftop behind. I made my way downwards, waiting until I was directly above the mugger and dropped down, feet snapping down onto both his shoulders and forcing him to the ground. I crouched over him and snapped a loose punch into his face, making his nose explode.

"Really man?" I hissed at him through gritted teeth. "Today of all days?" I punched him again and saw his eyes flutter slightly. I stood up and fired two quick webs off at his wrists, trapping him to the ground and making him drop the gun he had been struggling to aim at me. I turned and looked at the woman, feeling my rage die down a bit.

And I mean a very small bit.

"You alright miss?" I asked her quietly.

She nodded and the child looked at me, mouth gaping.

"Call the cops." I told her. "They'll sort this scumbag out." And with that I made my out of the alleyway, pausing only to answer her question.

"Who are you?"

I stopped and turned my head slightly, thinking.

'_Is the wickle Spider mad?'_

That would do.

"Spider-Man." I said quietly and jogged out the alleyway, jumping and shooting a web out, swinging building to building, no real destination in mind.

There was no way in hell I was going back home for now. There would be too many memories. Reminders of how badly I screwed up. Harry was out the question seen as he virtually lived in OsCorp.

So I turned to the one person who knew me and swung around Manhattan, looking for her.

* * *

Norman Osborn looked around the table of shareholders carefully.

'_Fools. All of them'_ He thought viciously

"Gentlemen." He greeted them in reality, with a smooth business voice. "Thank you for joining me at such late notice."

There were mumbled agreements at the late notice and the insistent voice in his head roared.

'_Kill them!'_

_'Not yet. They are still useful.'_

Back in reality, he cleared his throat. "I believe that all of us still remember Richard Parker and the…problem he posed and still poses?" Again faint murmurs of agreement. His hand twitched involuntarily. "And his work to cure a so called _incurable _disease?"

Nods again.

'_Speak fools! You have voice boxes so use them! We will rip them from you soon enough!'_

"Well gentlemen, I believe we have found the elusive man and his suit of miracles." He said quietly. "I ask you to invest some more in this company so that we may look into ways of developing countermeasures to combat his suit."

There were mutters around the table as shareholders expressed their opinions, views on the matter.

Finally after much delegation a decision was made.

"How much do you need?" A raspy, thin man asked.

Norman Osborn and the Green Goblin grinned simultaneously.

'_You see my friend? They have their uses.'_

_'… Can we still kill them?'_

_'Of course. Once we have the suit.' _He thought with satisfaction.

* * *

I landed on the fire escapes railing and slid the red mask off slowly, contemplating.

I should be at home with Aunt May, helping her. Instead here I am on Gwen's fire escape like some bloody weirdo. Why?

_'Your fault he died. **They** died. You can't face her. Not yet.'_

_'Shut up.'_ I thought back at myself then caught myself. Great. Now I was talking with myself.

I sighed and jumped off the railing and walked to Gwen's window. I tapped on it softly, hoping to hell that she wouldn't kill me for hanging up on her.

That weird vibration thing happened again where I could just…_feel_ where she was. After a couple of moments she stood up, walking to the window light footed. It would be pretty nice to know how that worked.

Her face appeared in the window and I heard a faint click as it was unlocked and slid open.

"So...Hey." I mumbled rubbing my neck again.

"Hey." She said. "Finished trying to kill him?"

I felt my cheeks flush from anger-not at Gwen but at the thought that I actually _let_ him get away-and shifted on my feet.

"Hell. No." I breathed out, trying hard not to let it spill over. It wasn't Gwen's fault most people in Times Square were dead or seriously injured. "I swear, the next time I fight him, I am _going to murder him."_

She moved her hands up and down in a calming gesture. "Keep it down." She said. "Everyone's asleep."

I breathed out, trying to reel myself in.

Apparently everything in my body was on overdrive, spider senses included because a freaking _fly_ headed towards Gwen made me flinch and force my own hand down from hitting it. She cocked her head.

"Err…Sorry." I mumbled. "I think my senses are in overdrive or something." I took a deep breath in trying to steady myself.

"Right." She moved backwards. "Come on. I guess you didn't come here to chit chat." I raised an eyebrow at that and she just shrugged. "Please. I've known you for years. I'd like to think I can predict what you're about to do."

I just shook my head and moved inside, taking in the room with mild amusement.

"Aren't girls rooms meant to be full of like…I don't know…boy band posters?"

I saw her face flush and laughed shakily.

"I don't do stereotypes very well apparently."

I snorted. "Yeah. Especially the dumb blonde one." I whistled quietly. "You definitely blow that one _right_ out the water." Her face flushed even more and I shifted on my feet again, feeling my face heat up. I gestured towards her wall. "You mind?" She just nodded.

I moved over to it and slid to a sitting position, knees up and arms resting on them loosely. A hell of a lot more relaxed than I felt.

I closed my eyes and leant my head back on the wall and felt Gwen move and sit beside me.

"You have a perfectly fine bed to sit on you know." I mumbled quietly, smiling slightly despite myself.

I felt her hand take mine (it was stupidly soft) and flushed bright red. I must've looked like a tomato.

"It looked at me funny." She mumbled back.

"You know, he liked you." I said after a while. "Uncle Ben, I mean."

"Yeah?"

"Yeah." I fell silent and lapsed into old memories.

Pranking each other or water gun fights in the summer when I was younger. Him buying me a new skateboard for my birthday after I'd broke my first one. I breathed out slowly, holding back the tears.

"I'm gonna miss him." I said quietly.

"What was he like?" She asked softly. At that I smiled again.

"Amazing. We used to drive my Aunt up the wall pranking each other." I chuckled. "Hell, sometimes we pranked _her_. He was smart too, as much as he tried to downplay it. Helped me out with more than a few science projects."

She nudged me slightly. "Sounds like you." I blushed again.

"He always said I was like my dad." I felt wet tears making their way down my cheeks again and brushed them away in frustration. "Guess he _was_ my dad considering he practically raised me." I blew out another breath. "Christ, I screwed up big time didn't I?"

She nudged me again, harder this time. "No."

"How many people are dead or injured _because I couldn't stop him?"_

"How many more people would be dead if you weren't there Peter? You tried your best."

"_My best_ wasn't good enough." I hissed.

I felt her hands grab my head and move it to face her.

"Open your eyes." She demanded quietly.

I opened them and swear to god my heart started beating like a bullet train when I met her eyes.

"If you didn't do anything at the school, I'd be _dead._" She stated. "There's a hell of a lot more people out there in the same position as me _because_ you went to Times Square. Blame the Green Goblin for that. Not yourself."

I closed my eyes again and rested my head back on the wall. "You can be bloody convincing when you want to be, you know that?"

"There's a reason I'm on the debate team."

I chuckled and fell into silence, letting memories play across my mind.

At least until I heard the scream.

My eyes snapped open and my body coiled up ready to spring.

"You hear that?"

She frowned. "Hear what?" There was another scream, closer this time. Like the street below us closer. Her eyes widened. "Oh." She breathed out.

I shot to my feet and ran outside to the fire escape, looking at the alley below and was unable to shake off the pure feeling of déjà vu.

"Second time this night." I muttered. "Some idiots just don't know when they've gone too far."

I slipped the mask out my pocket and threw it on quickly, vaulting over the railing and landing behind another mugger. _With a gun._

I tapped him on the shoulder and he spun around to meet my fist. "Y'know I'm all for our rights and all that good stuff." I told him as he stumbled back. "But you idiots really make me go back on that sometimes." He raised the gun and pulled the trigger.

Time seemed to slow down. Not like Matrix slow down, but enough that I could see the bullet leave the barrel and the tiny explosion that came with it.

What was like the Matrix though was my reaction. I bent at the waist and watched as the bullet flew past my face and heard someone scream again. Gwen this time.

'_She is going to **kill**__me.'_

I straightened up, looked at the shooter and webbed him to the wall, hard enough to drop the gun.

"Well slap me sideways" I muttered. "The names Neo."

I webbed back up to Gwen's fire escape after checking on the man being mugged and pulled the mask off.

"This city never does sleep does it?" I said drily.

Gwen was looking at me slack-jawed. "You dodged a bullet." I grinned.

"Yup."

"You _dodged_ a _bullet_." I nodded again, grinning.

"Call the cops on that jerk. I need to get back home." I headed to the fire escape and paused on the railings, turning my head round to face her. "Thanks."

"Anytime." She said as she pulled her phone out. "Now go. Before I kick your ass to your Aunts place."

I rolled my eyes and jumped, shooting out a web to take me home.

Let it be said that Gwen Stacy was a bloody good pep talker.

**That was kinda short wasn't it? Sorry about that peeps, I really struggle with this angsty stuff. And there is still more to come in the next chapter! Although there is plot advancement…so you know…silver linings and all that.**

**You know the drill people ,R&R, and a massive thanks again to Brad Hall for the review. Motivation! Woot!**

**P.S. I truly had no idea that you had the Goblin kill Uncle Ben. xD **


	8. Chapter 8

**Holy Crap! Chapter 8 already! And the reviews, views, favs, follows and everything else. I love 'em!**

**Apologies for the wait between chapters but schools been a bit...crazy for me lately. I will update though!**

**Eventually. xD**

**Keep on being awesome people!**

* * *

I walked warily to the front door and knocked twice.

No answer.

I knocked again. And again, no answer.

'_Come on. Not her too.'_

I walked over to the window and peered in, blowing out a quick sigh of relief. She was just asleep on the couch.

I walked over to the neighbours quickly and knocked lightly. A pretty redhead (And trust me I mean _pretty_) answered it.

"Hey MJ." I greeted her. "You don't have that spare key do you?"

"Sure." She said, flashing me a smile and reaching behind the door, grabbing a key and throwing them too me.

Now, I usually fumbled it, letting it drop to the ground. Considering I lost my key a hell of a lot, it had almost become a routine with us.

Of course with spider powers, it was a different story…

I caught them, left-handed and flashed her a quick smile of my own , holding back a laugh at the look on her face.

"Thanks MJ." I gave her a quick salute and walked back over, unlocking the door and stepping inside quietly. I walked into the living room and sat down on the chair by the TV, turning it up slightly.

_…Harrison Thompson, Ben Parker are some of the victims of the 'Green Goblin' attack…_

I turned the TV down, clenching my fists and biting my lip.

He had got Flash's dad. Sure they were both jerks but _no one_ deserves to die like that. _No one._

I leaned back, closing my eyes and tried to escape the nightmare that had been today.

Of course I landed myself in one _way way_ worse than the living one. The mind is a person's worst enemy apparently.

_I swung after the cackling figure, silent and fuming. He glided off to the top of a clock tower and spun around, revealing a pretty blonde hitting him repeatedly and shouting to let her go._

_He complied before I even got the chance to get her back._

_She dropped, silent and closed her eyes as I dropped from the top of the clock tower (How I got there was beyond me) and reached out for her._

_I never even made it close before I heard every bone in her body break as she hit the bottom._

"Gwen!"

I shot up like a bolt, head swivelling around and ready to fight. I took in the room.

Pretty average. TV on quietly. Person sleeping on the couch.

Oh right. I was home. _Idiot._

I breathed out, wiping away a flick of sweat on my head.

'_What the hell was that all about?'_ I was probably just…jumpy after Uncle Ben. That was normal right?

Still, it had felt stupidly real. I shook my head and went by Aunt May. Still asleep.

I breathed out and went back to the chair, trying to forget the dream.

* * *

**Now let's zoom away from that depressing scene…straight into another one a couple of weeks ahead at a local cemetery.**

* * *

I stood in front of a group of people, hearing some priest ramble on about how great he was in life.

Hearing but not listening.

He wouldn't want this. Hell, _I _wouldn't want some random guy I didn't even know to go ramble on about how great I was before I popped my clogs.

I might sounding a bit casual about this whole thing-considering it was my Uncles funeral after all- but trust me I felt anything but. These are just…passing thoughts through my head.

Who was at the funeral you might ask? The usual family-most of them from Aunt May's side of the family- and friends. Gwen was there. MJ. Flash of all people.

Turns out that Harrison Thompson had been his dad. He was off with his own dad's funeral but I had an idea of what he was looking like.

Stony-faced. Holding back tears as I watched my Uncles (in his case, fathers) coffin get lowered into the ground and flowers placed upon it. Not screwing up the few words I (or he) said about him.

"He was a great person." I stated fiercely. "And an even better dad." I walked backwards, head up and turned back around, staying strong. For Aunt May.

Yeah. I think he would've liked that. I hope he did, considering he usually _hated _speeches. Henceforth the few words.

Only the people who really knew him would get that.

The group slowly dispersed, black umbrellas and general dress code making the mood miserable. Gwen and MJ left. They knew I wasn't much in the mood for talking. Aunt May had left straight after the coffin went in the ground and had gone home. She needed some time alone and so I stood looking at the grave, mourning.

I jumped slightly when I heard Flash's heavy footsteps pause next to me and he cleared his throat.

"I know you probably don't want people's sympathy." He started. And he was bang on the money. "And I never knew him. But from what I've heard he was a good person."

Well that might just be the nicest thing Flash has ever said to me.

I turned and looked at him, bringing one hand onto his shoulder. Time to try to bury the hatchet on this one.

"We'll make them proud then. The two of them." I told him quietly. He nodded stony-faced (what did I tell you?) and clapped me on the shoulder. As he turned to walk away, I heard him mutter something. Two words that I thought would never come out his mouth.

"I'm sorry."

* * *

**A few hours before…**

Norman Osborn was a _very_ happy man at the moment.

Funding had just passed through and research had started on how to combat Richard Parkers' suits abilities. They weren't too dissimilar to the Spider's in fact.

At the mere thought of that insolent brat, a voice inside him _roared_ for his head. Instead, Norman Osborn called his son over and palmed the greenish liquid that looked strangely like apple juice.

"Dad?" His boy peeked around the corner, looking confused and somewhat…hopeful?

There was hope for the boy yet.

"Harry." He greeted. "Come here." He tried to inject his voice with warmth and held up the green liquid in a glass. "Just made this. Wanna try?"

The boy walked over to him cautiously, making Norman chuckle. "I don't bite."

He heard his boy mutter. "Yet." And grinned.

His son took the glass and took a swig.

Almost immediately, the glass shattered to the floor, spilling the liquid everywhere and his son collapsed to his knees, holding his throat and eyes rolling back.

'_Like father. Like son.'_ The voice inside him muttered. '_I suppose there is still hope for this family.'_

* * *

Pain. Terrible pain was the first thing Harry registered as the apparent apple juice slid down his throat.

He fell to his knees, clutching at his throat as it burned a desperate hole through his body.

And the worst part of it all? His father was _laughing_ at him.

His eyes rolled backwards and he fell backwards as blackness enveloped him.

The next time he woke up, Harry Osborn felt like a fucking king.

'_Hey there kiddo.'_

_'Err…Hello?'_

_'Hello. We've got work to do.'_

Indeed they did. As soon as this realization slid through him, a sudden desire, no, _need_ to kill someone, somewhere took over him.

As this passed through him, his thoughts drifted randomly to his friends, Peter and Gwen and inexplicable…_anger_ took over him.

Those two idiots, trapped in their own little fantasy, always flirting and never acting on it. Always ignoring him whenever they were together. He wanted to, no, _he would_ tear them out of their little dream.

Violently.

At that moment, Harry Osborn's yellow eyes, filled with rage, lust and just _pure evil_ opened up and the Green Goblin chuckled as his eyes scanned the armour room and his father, suited up, already on his glider. He took in the identical armour, except for the size and the glider and bombs waiting for him.

The Green Goblin and Harry Osborn vaulted up and landed on the floor, back straight with bone crushing force and _laughed._

It was time to play.

* * *

**And back to the present in Peter's house…**

_Knock, knock, knock._

I sighed and pushed off from my bed, walking down the stairs dully and opening the door to see a big man (Height, muscles _everything_) standing in a smart suit and holding a light suitcase.

"Peter Parker?" he asked in a deep yet quiet voice. I nodded mutely and in response he held out the suitcase.

"A present." He said with a slight smile. "Open it in your room. For your eyes only."

I took it suspiciously and nothing was said. I closed the door and went upstairs quietly, answering Aunt May's question of who was at the door with a quick "Just a friend. He was just dropping an old game off."

I closed my door and set the suitcase down on the bed, bringing a chair in front of it and sitting down.

'_For your eyes only.'_ Alright then 007. Let's play.

I opened the suitcase and felt my mind draw a blank and my jaw hit the ground,

_Where the hell_ do I start?

Well with the obvious first I guess.

Inside, folded neatly and with a red mask on top was a bloody red and blue suit with black lining. I took it out carefully and laid it on my bed, taking it in.

It was separated into two parts. A top and a bottom (duh) The top was red and blue, with a giant black spider in the middle. Coming off the tips of its…legs was the black lining, coming to the neck and down the arms off the suit. The bottom half matched the top one with the black lining continuing on and the red and blue scheme carried on.

It was the mask that caught my attention though, Just red, it had reflective black lenses in them, with the same black lining coming up the head and meeting at the top.

I loved it.

Left inside was a CD and three spools of whatever the hell the suit was made out of with a note attached in scruffy handwriting.

_Just in case. For…emergencies._

I shook my head slightly and picked the CD up, sliding it into my computer as I spun the chair around to face the screen.

A couple of mouse clicks later and a screen popped up showing a man that had a bloody eye patch covering one eye.

From what I could see and hear he was in the middle of a freaking warzone.

"Hey kiddo. I'll get straight to it seen as there's a really good chance of me getting shot here." He moved and ducked behind cover as a missile hit where he had been previously.

"We-SHIELD, that is- know what you can do. The Avengers are a bit…preoccupied up above our wonderful planet doing God knows what but for some reason they've not been responding to our radio hails. Basically, your on your own over there in New York and we need you to keep the peace there. Consider the suit a…gift." He faced the camera and gave it a toothy grin. "Every good hero needs one apparently." He gave a casual two-fingered salute. "Luck kid. Fuck knows we all need it."

I closed the screen and leaned back in my chair, stunned.

Well crap.

The Avengers were off somewhere, probably fighting for their lives and I was stuck playing gatekeeper.

Double crap.

The suit really was awesome though.

I took another quick look at it.

It was thin and looked like it would fit underneath my street clothes nicely. I could hide the mask anywhere easily.

I stood up and donned the suit, leaving my street clothes in my wardrobe and jumped out my window after leaving a quick note to Aunt May in case she came upstairs.

Guess Spider-Man was here to stay.

I'm not sure I wanted him to leave after all.

* * *

**This chapter might seem a bit...hectic but I felt like writing a bit of a jumbled one. So sue me xD**

**Ahhh, two Green Goblins. So the gauntlet begins!**

***Insert evil laugh here? Please?***

**You know the drill folks R&R! Major thanks for reading or reviewing, yada yada xD**


	9. Chapter 9

**Mr MockingJayGwenStacy-You're awesome. And kinda got me off my lazy ass to write this!**

**Seriously man, thanks for the reviews. And anyone else that looks at this fic.**

**God, that's starting to sound repetitive isn't it? Sarry xD**

**Also, if anyone has any spare money lying around, do yourself a favour and go buy Tomb Raider. It's fucking awesome xD**

**And onto the chapter!**

* * *

My mask. Had a freaking GPS. Right there, in the corner of my eye was a little square telling me where I was and the blocks around I that blended in with the reflective lenses _seamlessly._

I loved this new suit.

I shot another web out onto the Empire State and swung high around it, whooping as I let go and free-fell for a while until I shot another web out. Rinse and repeat.

Hey, I had to get practice one way or another right? May as well do it in style.

I swung off a web and stuck myself to the side of the massive skyscraper, leaning back and taking in the view.

Oh yeah. My new suit for really thin on the hands and feet. And my feet also stuck to stuff.

Pretty freaking awesome right?

I started crawling upwards and flipped backwards, letting my hands and feet fall from the building and I plummeted down incredibly fast. I shot out another web, yelling from the adrenalin rush. I swung across to a nearby building and landed on the roof a lot more smoothly this time, turning my stumble into a quick roll onto my feet.

I felt my phone vibrate in my pocket, which was kind of hidden in the middle of the top half of my suit, hoodie style. I zipped it down and picked it up, seeing it was Aunt May.

"Peter?" She asked, sounding concerned and worried.

"Hey Aunt May." I replied cheerfully. "What's swinging?" I chuckled a bit at my inside joke but stopped at the tone of her next sentence.

"Please come home." She pleaded me. "Now."

I blinked, cheeriness gone. "What's wrong?"

"Just…please Peter. Come home." I nodded.

"No problem. I'm coming now. Shouldn't be too long." I jumped off the building after hanging up and putting the phone back in the pocket, feeling concern as I swung building to building, slowly picking up speed as my momentum increased.

What was up with her? It wasn't like Aunt May to beg me to come home (usually she only had to ask once, but eh. I digress) and there was something else in her voice. Something that just seemed…off.

Or maybe I was just completely paranoid and she wanted some company after Uncle Ben.

I dropped down into a back alley, sliding the mask off and creeping to the side of the house. I stuck my hands to it, smiling slightly as I pulled myself up and through the window. That same smile slide _straight _off my face though as every single nerve in my body roared at me to just effing _run._

That _really_ wasn't good.

I quickly changed into some jeans and a long shirt, hiding the suit beneath it and tucking the mask into a pocket. I jumped back outside and knocked on the door quietly.

It was answered almost immediately by a slightly shaking Aunt May and that screaming feeling telling me to run increased ten-fold.

What the actual hell?

I walked to her and put a steadying hand on her shoulder. "What's up?" I said quietly.

She just shook her head and walked inside. Whatever the hell that was wrong with her had _seriously_ messed with her nerves. Even without my spider senses, I could see her shaking and hard breathing.

I followed her closely as she walked to living room then froze.

There, sitting on the couch and acting like he was king of the place was Harry Osborn. My best dam friend since little school. And his freaking eyes were _yellow_.

Just like a certain bad guys eyes…

"Hello Peter." He greeted me cheerfully as he stood up and…stalked towards me. I eyed him warily, backing off slowly.

_He is the danger._ Harry was the one setting off all my nerve endings.

"Harry." I said quietly. "What are you doing here?"

He spread his arms dramatically. "Looking out for my best friend!" I narrowed my eyes and stopped backing off, instead walking forward.

We stopped in the middle of the room, Aunt May backing up against the corner. Hell, you didn't need spider senses to know stuff was about to get _really really _ugly.

"You're cheery." I noted, icily. Whatever this was, it wasn't Harry. It was his body, his brain but it just wasn't the kid I grew up with and joked with.

"I am." He agreed, voice lowering and tone darkening. "You wanna know why Petey boy?" I narrowed my eyes again but nodded none the less.

He cackled an awfully familiar laugh and we stepped forward again, nose to nose this time. "Too bad." He whispered to me, coldly. "You'll never know."

I glared into his yellow eyes, full of lust and evil and…

_Oh._

Revenge. Harry was looking for some payback. But for what?

"What the hell have I done to make you want payback?" I said darkly, clenching my fists and tensing up and I noticed he did the same.

His face turned ugly at that and he snarled at me. "You know loverboy."

I cocked my head, confused. "I don't follow."

"Of course you don't." He seethed. "Of course you don't."

"Harry." I breathed out testily. "You come into my home. Scare my Aunt half to death." I stepped closer this time so we could each other's breaths on our faces. "Tell me what you're mad about. Otherwise, _get out."_

And that was when everything went to crap.

He swung a massive uppercut towards me and I slipped it quickly, holding back any punches.

_'Something off here.'_ I thought as I ducked under a fast hook. '_He's too…intense. He sure as hell isn't Harry Osborn anymore.'_

I blocked a kick with my arm and hissed as a stinging sensation flew up my arm.

"Don't make me do this Harry." I growled quietly. "For both our sakes."

He responded with a snarl and punch to the chest that left me doubled over and gasping for breath. I heard Aunt May take a hard step forward and rolled, standing in front of her. I grabbed her hand and ran with her out the house.

I looked down at her urgently. "Aunt May, _run._ Get the cops or head to Gwen's place. Her dads police captain." She stood there looking at me and I glanced behind me, seeing a cackling Harry advancing slowly to the door. I gave her a little push. "_Go."_ She started to stumble off slightly and I turned around to receive a punch straight to the face, splitting my lip.

Again I rolled, dodging a kick and backing up into the house giving him my own snarl.

"You of all people should know not to screw with my family Harry."

He gave me a manic grin. "Exactly."

I threw out a kick at him which landed in his leg, making him take a half step back.

_Oh crap._

He smiled and cracked his neck slightly. "This should be fun. And after you, I kill Gwen." We stalked each in circles. "Slowly and painfully." I leapt forward, punching him in the jaw and flipping backwards, kicking him under the jaw and sending his head back.

"Maybe she'll even scream." He drew out the last word slowly like he was savouring it even as blood trickled from his lip slowly.

'_Just trash talk.'_ I told myself as he threw off his clothes, revealing familiar green armour and pulled out the goblin faceplate, attaching it to his head.

My eyes widened imperceptibly. This armour was different. It was smaller and looked a hell of a lot more lighter.

_'There's two Goblins running around.' _I realized with a start. '_Oh crap.'_

He pressed a button on his wrist and I jumped up in the air, straight onto the ceiling, dodging the glider that flew from behind. Harry jumped up and landed on it, crouching.

I pulled the mask out, sliding it over my face. This fight was going outside. No doubt about that.

I jumped back down, landing with one hand on the ground and flipped forward, narrowly missing his head with a side kick. He responded by charging me with the glider and once again I jumped up.

His hand snapped out and caught the scruff of my shirt and he carried me through one wall, two and we rested on the third one. The kitchen this time. I groaned slightly as the white hot pain lanced through my back. He chuckled.

"Poor. Peter Parker." He laughed. "Even now, I'm _so_ much better than you." I muttered something under my breath. "What was that Spider?"

"I said, in your dreams Osborn." And shot some webbing into his eyes, making him fumble and drop me. I bolted up and moved behind him, grabbing him with two webs and swinging him upwards and into the ceiling above, making it crack and fracture dropped onto the floor and I hurriedly ripped my shirt and jeans off.

I stalked over to him and grabbed him, pinning him against the wall. "Look Harry." I snarled quietly. "Seen as you were my friend before this, I'll give you one chance. _Give. Up._ For your own god damn sake you crazy-"

_"_I'M NOT CRAZY!" He roared suddenly and threw his head at mine. I moved it backwards and felt his knee meet my stomach and I stumbled backwards, gasping for breath again.

'_Down!'_ I felt something scream at me and I hit the deck as a bomb flew past my head and hit the wall behind me.

_'Well crap.'_ I shot up like a bullet and grabbed the bomb on the floor, sending it flying through a nearby window and into the air. It exploded harmlessly.

I turned around and felt something slice into my arm and grunted as I leapt back instinctively. I glared at him and the curved green knife he held in his hand, spinning it carelessly and cackling.

"Two-one!" He gloated at me as I shook the injured arm, trying to shake some feeling into it as well as some pain away. I saw flecks of blood land on the wall next to me and groaned internally. Knife cuts _hurt_.

'_Guess I'll be using those spools sooner than I thought.' _I thought drily.

I just stepped forward and jabbed him in the arm quickly. "Two-two." I growled. He stopped spinning the knife and threw it at me. I threw myself to the side and he charged me again, grabbing me and drilling my through another few walls and I was suddenly tumbling in a grassy area and had faint sunlight shining down on me. I glanced up quickly and saw thunderclouds gathering.

"What did I say?" I muttered. "Knew it wasn't gonna end in there."

I flipped backwards as a bomb was thrown at me and exploded, throwing dirt everywhere.

"Where the hell are you Harry!" I yelled out in pure frustration and forced myself to stay relaxed as I heard him land behind me.

"Here." I heard him whisper and I spun around, fist spinning to meet his jaw as hard as possible. It connected and we both found ourselves flung backwards and nursing _very_ sore mouths. We had hit each other at the same time apparently.

We both shot up again and Harry (glider-less this time) launched a kick that I blocked and countered with a kick of my own. _That _was blocked and he sent a punch my way which I dodged and I spun my body around, launching myself into a spinning back kick.

It hit him square in the chest and he stumbled backwards. I heard him growl quietly in annoyance.

"You wanna kill me?" I taunted him. "You couldn't kill a wet paper bag snot-face!"

It was childish I know, but really I was having a tough day. Cut me some slack eh?

"Oh, I'll kill you alright Parker." He growled. "Or should I say Spider-Man?"

"Who the hell will believe an insane nutjob that looks a hell of a lot like some other nutjob that blew up Times Square?" I snorted. "Gimme a break Harry. You're smarter than that."

I heard something behind me and tensed.

You have got to be kidding me.

The two of them were here? _Now? _Well crap. Again.

I heard chuckling from both sides and spun, backing up and trying to keep the two crazies in sight. They both mounted their respective gliders and cackled, giving each other a high five.

"Let's see you fight two of us Spider." The taller Goblin laughed.

"This really isn't my day, is it?" I grumbled as I rolled and dodged a blade that was thrown at my head.

I attached two webs to the duo and catapulted myself into Harry, knocking him off his glider and grabbed him by his arms, throwing him up into the air and kicking him in the stomach on the way down to Earth. He folded slightly and let out a quiet groan as he got up and dusted off.

I heard my blood roar in my ears and spun around, trying to duck.

"Too slow." The taller Goblin rasped in triumph as he tightened his hold on the scruff of the suit. "Lets see how Spiders fly, shall we?" And he spun me around and straight up _threw me through my own house._

I crashed through wall after wall, feeling like someone had taken a butchers knife to my back as bits of the walls hit my back, each hit knocking the breath out of me as well as leaving me gasping for breath when I landed on rough concrete paving hard enough to crack and dent it.

I rolled side to side slowly, groaning and moaning from the sheer pain. I saw two gliders hover in front of me. Gathering in a deep breath and fighting off the blackness seeping into my vision again, I vaulted to my feet keeping the pair in sight.

"You know…" One started.

"I feel like playing a game…" The other said. I flicked my head side to side, trying to keep up with their weird speech.

"How about…"

"Bomb the banks!" They exclaimed at the same time and sped off on the gliders. I cursed and started to chase after the nearest Goblin, digging out my phone as I chased him through the streets.

"9-1-1 what is your emergency?"

"Green Goblin. Bombing. Banks, sometime _real_ soon." I hung up and threw my phone away so it couldn't be traced by the police.

Oh paranoia thy name is Peter.

I released my web, rolling to a stand and diving off the edge of the building trying desperately to catch him. I shot out a web that connected to his glider and another to a building behind me, bringing the two together and quickly knotting them together.

'_Let's hope this web is stronger than it looks!'_ Because really, that armour plus the glider plus whoever the hell I was chasing probably weighed a butt ton.

The web snapped taunt and the glider came to a standstill, trying to power through the resistance whilst I shot another web out, swinging onto the glider with this Goblin.

There was barely enough room for the two of us and I wobbled dangerously as I dodged an elbow aimed for my temple and threw a hook that glanced of his arm, making _him_ wobble slightly as well.

"Only enough room for two of us here buddy." I mocked and threw an elbow into his head, knocking the mask off and letting me stare into the demented eyes of Harry's dad Norman Osborn.

I whistled softly and dodged another blow aimed my way. "What the hell is it with you Osborn's trying to kill me all of a sudden?" I jumped up, attaching another web to the glider and a building, slowing it down even more and making much more stable. I landed behind Norman and tapped him on the shoulder and punching him in the face as he turned around.

I heard sirens off in the distance and cursed. I punched down on the glider, shattering its cover and grabbing hold off some wires.

"I wonder if these are important?" I mused out loud and chuckled at the look on Osborn's face. I gave it a sharp tug and pulled them out, making the glider whirr and cough whilst I steadied it a bit more with my webs so it didn't fall.

I zipped over to the side of building, webbing the Osborn down onto his glider by just continually battering him with my webbing until he fell from the weight off them.

I jumped on top of my building and started towards the sirens.

One bombing averted, another to go.

* * *

**Hey there! Hope everyone enjoyed that action-packed chapter. I just felt in the mood for a big bad showdown y'know? xD**

**Spoiler! Both Green Goblins get a stay out of jail card this showdown around. I mean seriously, who the hell leaves an insane, super strong and fast criminal webbed down to his own (admittedly broken) glider? xD**

**Anyway you know the drill people. R&R and a major thanks for sticking this far!**


	10. Chapter 10

**A/N-Nothing much to say here folks. Your awesome for reading as all ways and drop a review if you like the chapter! Enjoy!**

**Also-Arctic Monkeys, You're So Dark. What a song. Arctic Monkeys in general is just awesome.**

* * *

Harry Osborn laughed wildly as he zoomed down towards the bank, throwing off bombs at the building and watched in mild curiosity as people on the streets ran from the chaos he was creating.

Who knew being the baddie could be so much fun?

He landed the gilder outside the massive bank doors and hopped off it, kicking said doors open and spreading his hands as he walked in.

"Ah." He sighed as he sniffed up dramatically. "I love the smell of napalm in the morning. Or the afternoon as the case may be." He chucked quietly at his own joke. "Now. I need all you _fine_ people to just stay there while I just…y'know. Destroy this place." He laughed a booming laugh again and strode forward, throwing bombs onto the walls. "Ta."

People started screaming and running out. Sirens could be heard outside. He just sighed and grabbed two from the crowd-a man and a little kid, about six-as they passed by him and threw them roughly to the back of the bank, against the counters where the staff had been. They crashed against it sharply and passed out.

He chuckled and spun around, skipping slightly as he put one last bomb on the walls and leaned against said wall, calling his glider to him and resting it beside him.

"Now we play the waiting game." He said to the unconscious pair against the counters and jumped slightly as he heard a voice somewhere above.

"You know, I never thought you could use so many clichés in one day, old buddy, old pal." As Peter dropped from the ceiling and landed on the far side of the bank.

All that rage, that pure, unrelenting anger at the ignorant, stupid bastard came to a boiling point and Harry just snarled at him.

No more words were needed as the two best friends rushed towards each other and met at the middle, with the simple intention of just _hurting_ the other for what they had done.

* * *

We rushed at each other, with the simple intention of getting some payback at the other and met in the middle.

I flipped backwards and kicked him in the jaw, making him stumble back and snarl again.

"Down boy." I retorted and spun around, kicking him in the ribs with my heel and launching myself into the air, coming down behind him. He spun around sharply and slammed his elbow into my face making me grunt and stumble backwards as I felt my nose pop open behind the mask. He followed up with a kick to my chest, sending me to the floor with a loud crash and leaving me gasping for breath. Adrenalin flooded my system again, making the aches all over my body dull and I vaulted back up, grabbing him with my webs and launched him into a nearby wall, leaving a slight dent in it as he picked himself out of it, brushing dust off him.

"I. Am going to. Tear. You. APART!" He roared at me and I rolled to the side as he threw another of those knives at me (really were the hell did he get those things?).

"Yeah." I told him as I dodged a punch he threw at me and I replied with my own one which was blocked. "You've said." We both launched kicks at each other and they hit simultaneously, sending the two of us to the floor again, breathing hard from exertion.

"So." I said as I shakily pulled myself back to my feet as he did the same. "Why don't you tell me _why_ you wanna kill me, hm?"

He was silent and threw another one of those knives at me. I sidestepped the speeding projectile and glared at him.

"Fine. Don't tell me then." I shot two webs out at either side of the bank and catapulted myself into him, feet first. I dropped to the floor, quickly flipping back up as he went flying across the room again and met the wall. I marched over and picked the insane boy up, pinning against the wall and got in his face, my own snarl coming onto my face. "But don't you fucking dare threaten my friend and family." I heard him laughing quietly.

"Alright then, loverboy." He murmured. "How about…instead of threatening them…I just torture them….rip their tongues from their mouths maybe eh?" He chuckled again and I felt my blood boil. "Go on." He whispered daringly. "Do it. Kill me and end this big man."

'_No. Not like this.'_ I kept him pinned against the wall unmoving. I wasn't fighting Harry. I was fighting the Green Goblin. Harry wouldn't just…switch personality like this. Would he?

"Do. It."

I stayed frozen and he laughed wildly. "Pathetic." He hissed.

Too late, instinct screamed at me to jump and instead I received a very metal glider to the back, bouncing me off Harry's _very_ hard faceplate and I fell backwards onto the floor as he climbed onto the glider, laughing manically as he picked me up on his way past me. He pinned me to the wall and slammed a hard fist into my ribs, making me twitch and cry out as pain exploded. They weren't broken though. Not yet anyway.

"My turn, you pathetic excuse for a hero." He growled and slammed another elbow into my face, leaving a nasty stinging sensation on my cheek. I grunted and groaned.

'_That'll leave a mark.'_

"You really thought you could beat me?" He questioned arrogantly. "I am _so much better than you."_ He threw a knee into my leg, making it buckle and white-hot pain shoot up it.

_Holy crap,_ he hit hard. And he was holding back.

"I'm gonna make you scream before I'm done with you, Parker." He growled as he hit me across the jaw again, making my head swim.

'_Gotta get outta this position. I'm a dead man.'_ He brought his head forward towards me and I snapped my head to the side, making him hit the wall behind me instead. I braced my hands against the wall and brought my knees up, kicking out and sending him sliding against the marble floor.

I slid down the wall, coming down to a sitting position, legs sprawled and breathing extremely hard from the beating I had just taken.

I wasn't done yet though.

With a herculean effort, I pushed myself to my feet as Harry did the same, the two of us wobbling unsteadily.

He looked at the two people-a man and a kid- unconscious against the counter and I growled slightly, feeling another bolt of adrenalin shoot through me.

"Don't even think about it Osborn." I growled out. He looked at me and I could tell he was grinning behind the faceplate.

"Too late." He chuckled. "This has been fun and all. But, my dear papa needs my help apparently." He hopped on his glider, tapping buttons on his wrist, cackling. "Ciao."

I chased after him but stopped dead in his tracks as I heard a ticking noise behind me.

_Bombs._

I could still get him though. But the bank would go down in flames and the two people would go down with it…

Revenge or Hero…

I cursed and swung myself around, mentally counting how many bombs there were.

Just three. But I had seen how much damage one of those things could do. I rushed over to the nearest one, seeing a blinking countdown on it.

_30…29…28…_

I swore again and looked at the people against the counter. Two of them. Two hands and I was about halfway by the door. I could make it if I hurried. Hopefully.

_20…19…18…_

I quickly shot two webs out, dragging them to me as fast as I could and stumbled slightly under the weight of the man.

_15…14…13…_

I sprinted towards the door, stumbling every other second from the weight of the man I had on one shoulder. I felt a slight stirring on my other one.

_5…4…3…_

I threw them forwards as hard as I could; watching as they crashed through the door, immediately picked up by some police and sprinted forwards again, much faster than before.

_2…1…_

I felt a huge rush of heat at my back and shot out a web that hit a fire truck outside the building and pulled myself forward, feeling the flames lick at my back as I flew out the front, landing heavily against the truck and sliding down to my knees from exhaustion.

_Holy. Crap. _That was _way_ too close for comfort. I looked up and saw a stunned crowd around me, looking from me to the fires in the bank that the fire brigade were combating. I used the fire truck to push myself to my feet, looking around for the pair I had thrown through the door.

I breathed a huge sigh of relief out as I found them being treated by some medics and tried to take a step forward but falling to one knee as my legs buckled. I hissed out a quiet breath as I felt a flaming poker or pain shoot up them and looked around me. People were watching in baited silence.

_Don't fall. Not again. Not now._

I took a deep breath and pushed myself up again, shooting a web onto a nearby building quickly before my legs gave in again and swinging to it, landed on the side heavily. I crawled over the side and fell over it, onto my back and slid the mask off, breathing hard.

I felt my eyes fluttering closed and shook my head sharply, ignoring the sheer pain that was a constant in my body right now.

Since when the hell did Harry ever hit _that _hard?

* * *

'_He's a good fighter. He has a strong spirit. You should be proud my friend.'_

_'Proud? He has no idea the world he has entered himself in.'_

_'He could change this world forever.'_

_'Just like these Avengers?' _

_'We never said to their image. Our one. A world without weakness.'_

_'And how do you propose we do this then?'_

_'Easy. We kill **everyone.'**_

* * *

I landed on the fire escape heavily, falling against the wall heavily and bumped my head against the window hard, leaving it resting there.

A worried face appeared at the window and I saw Gwen's mouth drop open a little.

'_C'mon. Don't freeze up on me now. I need you.'_

She shook her head and opened the window. I stumbled through it, feeling her wrap one of my arms around her shoulder and let her lead me to her bed. I let her sit me down and I slid my mask off again.

"We really have to stop meeting like this." I mumbled quietly, fighting off the constant aching in my body. Hell I had passed out for a couple of terrifying seconds mid-swing on the way here.

She shook her head again; face a mixture of shock, concern and worry. "Holy hell Peter." She breathed out. "What the hell happened?"

I gave her a weary smile. "Don't you watch the news?"

She knelt down in front of me, turning my arms and hands this way and that, checking for injuries.

"Arm and head." I muttered. She looked up at me confused. "Injuries. Right arm." She immediately switched to that arm and twisted it around gently. I heard her suck in a breath at the thin line where Harry's knife had cut me. I lifted my left arm around and cupped her face gently, turning it to face me.

"Gwen." I said quietly. "I am such an ass but right now, I need your help. No hospitals. Please." She just nodded and stood up, taking deep breaths.

"Err…Gimme a minute." She walked out the door, presumably to get bandages or something.

I felt like such an ass for asking her to do this but honestly, can you imagine me turning up at a hospital? It would be a bit…chaotic to say the least.

A few minutes passed and I heard the door open and Gwen came around carrying a full medic bag. I cocked my head slightly.

"Dad's police captain. He tends to get shot every now and then." She told me with a forced nonchalance. I nodded.

"I sure as hell am not complaining." I mumbled and felt my eyes flutter again. I shook my head sharply and focused on Gwen. Probably not the best idea considering my slightly delirious condition.

She sat down beside me and took my cut arm softly, making me wince a bit.

"Sorry." She breathed out. "Sorry." I just shook my head.

"Don't worry about it. Trust me, I'd rather have that than getting thrown through more walls." I breathed put again, vision flickering. "They hurt like_ hell."_

"What happened?" She asked me again and I winced slightly as I felt her dab something on the cut.

"You really don't want to know." I told her. She smiled faintly.

"Yes I do. That's why I'm asking." I sighed in frustration.

"Harry came knocking at my place. He had these…these yellow eyes like the Goblin." I shuddered slightly. "He'd just completely lost it. Threatened to kill me. Then you." I chuckled darkly. "That's the best part." And I went on telling her everything as she patched my arm up but stopped when she moved my face to start cleaning the cuts.

I just sat there, staring intently at her, just sorta…lost in my own little world.

Her tongue was poking out of her mouth slightly as she worked. She looked kinda cute like that actually. Not that she didn't look cute all of the time.

Her face flooded red.

"Uh…What's up?" I asked cautiously, hoping that I really hadn't done what I thought I had.

"Do you even know what you just said?" She whispered quietly. Ah, crap. Guess I had done what I thought I had.

"Err…I could hazard a guess yeah." I mumbled quietly. I wasn't sure whether to run or just curl up and hide. "Sorry. Ignore me."

'_Why the hell can't I keep my trap shut around her?'_

I closed my eyes as I felt her hand drift over my split lip softly and heard her say something really quietly. So quietly I had trouble picking it up even with super hearing.

"Your pretty cute yourself bug boy."

'_Uhhh…Did I just hear that right?'_ I made sure I stayed quiet as she made sure all my little cuts and scrapes were disinfected.

I stood up once everything was cleaned and leaned against the wall, more from tiredness than pain this time.

'_Crap. Aunt May.'_

I looked at Gwen quickly. "Can I borrow your phone?"

"What happened to yours?" She asked me as she passed me it. I shuddered slightly as my fingers breezed over hers lightly.

'_Seriously Peter, get your head out the gutter for five freaking minutes.'_ Even if having my head in said gutter was pretty good.

I dialled Aunt May's number and prayed that she would pick up. "Err…I might've thrown it away after I called the cops about the banks." She laughed quietly but I shushed her quickly as I heard Aunt May pick up.

"Hello?"

"Aunt May?"

"Peter?" I sighed in relief.

"Are you all right?" I asked. "Where are you?"

"I'm fine and I'm at the neighbours. You know, Mj's?"

"Yeah."

"What about you? Where are you? What happened? Are you all right?" I chuckled quietly at that last one. If only she could see me now.

"I'm at Gwens, I'm fine and me and Harry just had a bit of a…chat." I told her, trying to keep my distance from the whole Harry subject. "The house might be a bit…messy though."

"How messy?" She probed carefully.

I rubbed the back of my neck and shot Gwen a look as she laughed silently at me.

"Err…A couple of holes in the wall messy?" I heard her stunned silence and cursed silently.

'_Idiot.'_

"I'll get someone to fix it up then." She whispered.

"I…er…I'll come around tomorrow." I told her. "I just need to do a few things first .See you soon." I hung up and threw the phone back to Gwen, head spinning.

"You know." I told her shakily. "Adrenalin is a hell of a way of staying awake." I tried to push myself off the wall and instead slid down it to a sitting position. "I think it just wore off." And with that I felt my eyes close and I embraced sleep.


	11. Chapter 11

**A/N-So this chapter is going to be much more chilled out than the last few (Action-wise any way). Like a reviewer said, it's a tad hard for characters to develop when there's a crisis every other hour. Apologies but I think I might've got a bit…carried away xD**

**Huge thanks for the reviews people! Now in the double digits for reviews! Woot! **

**You guys are awesome. Enjoy!**

**(That really was a lot of exclamation marks wasn't it?)**

* * *

She had tried to do some extra work. Really she had. But when the sleeping hero in her room proved to be too big a distraction, she just gave up and spun around on her chair, resting on her knees and laying her head on her arms just watching him. Taking in his face like she had done countless times when he wasn't looking.

She took a deep breath and let it out quietly.

Peter Parker was someone that was going to be the death of her.

When someone is about to shut off their computer and head to bed they usually don't expect one of their best friends to show up on the fire escape, half-dead and with a story as wild as a sci-fi one.

And yet it had happened to her.

The pure sense of déjà vu she had gotten from seeing her friend leaning against the wall heavily, battered and bruised but in no way near defeated was disarming. She had seen that _exact_ same stance, that _exact_ same look of defiance and that _exact_ small twinge of anger in him, unnoticeable by most.

She saw it every time her father came home, injured, from a petty crime in his early days or a bank heist or something along those lines.

She hated it. She hated that the idiot had a good moral compass and felt obliged to help the city that had given nothing to him.

She hated that her friend and crush went out there, got hurt, came back and she knew that he would do it, again and again. Because, let's all be honest here, he wasn't going to stop if-no _when_-he caught Harry and his dad. Nobody like Peter could just stop at that.

She wasn't going to argue against him though. If there was one thing about Peter Parker that was annoyingly infuriating, it was that he incredibly, incredibly stubborn.

He twitched a bit and his hand moved slightly, curling into a loose fist. His mouth formed incoherent words.

She snapped her head up and watched him carefully-just like her mom did when her dad came home bruised and battered from a 'night on the town'-for any sign that he was not in fact okay.

Although watching him that closely had a few unintended side effects. Like noticing the way his hair was all messed up was extremely cute.

The new suit he had gotten from SHIELD looked pretty good too. If not a bit…tight.

Damn her mother and her bad habits.

He tensed again and he formed the same incoherent words again. No, _word._ His mouth was moving in the same pattern, over and over again for quick intervals of time. She just couldn't make out what he was saying.

He relaxed and she saw him visibly uncoil, noting his muscles (seriously how the hell did the skinny nerd somehow become a lean, mean fighting machine apparently overnight?) relaxing and his fist curled back out flatly.

This had been her routine for the past few hours since she had gotten _completely and utterly _distracted by the cute, stupidly brave boy sleeping in her room.

Peter Parker was a terrible influence on her.

* * *

Gwen Stacy was a terrible influence on me.

I had had the same…nightmare, we'll call it, as I did in Aunt May's. You know the one where Gwen freaking dies?

Yeah. That one.

I had caught myself before I yelled her name out though, which was an improvement I suppose. Although I had a feeling I had been muttering it under my breath, judging from the way she was staring very hard at me while I 'slept'.

My face didn't feel as sore as it did last night and my arm felt pretty damn good considering it took a knife the night before though. Hello healing factor!

I kept my eyes closed, trying hard to chase away any lingering thoughts and forced myself to relax from the nightmare. _Just a dream._

Abandoning any hope of sleep, I said sleepily as I stretched out "It's rude to stare you know."

I heard her head almost snap off its neck as it shot up in surprise and she gave an under her breath squeal. I held back a quiet chuckle and opened my eyes, blinking away sleep and rolling my arms and legs around, testing them and shaking off any stiffness from sleeping on the floor.

"Smartass." She said in response. I chuckled and vaulted up onto my feet, grinning.

"Have I ever mentioned how awesome having an advanced healing factor is?" I bounced up and down on my feet, suddenly feeling really hyperactive. "It's awesome." I kept bouncing around, not really knowing what to do with the sudden energy rush. "What time is it?"

"One in the morning." I just stared at her, seeing the bags under her eyes.

"Have you even slept?" She flushed and I held my hands in the air. "Excuse the papa bear-or in this case, spider-act but just answer the question." She shook her head and I just sighed.

"I don't suppose I could just tell you to sleep and you'll do it?" She snorted.

"In your dreams Parker."

"Thought so." I looked down at my filthy costume, grimacing slightly. "I have a feeling the sewers smell better than I do right now." I walked to her window and opened it but paused before I went out, Harry's promise hitting me like a brick.

'_And after you, I kill Gwen. Maybe she'll even scream.'_ I had to supress a shudder and turned my head slightly.

"Ever wondered what it's like to swing through New York like Tarzan?" 'Cause I sure as hell was not leaving her on her own. At least for today.

She raised her eyebrow but stood from her chair anyway. "Like I said before, it's one in the morning."

"And?" I questioned.

She paused for a second before giving up and grinning. "Fine. But if you drop me, I'm gonna kill you." I rolled my eyes and slid the mask on, smiling as the GPS lit up.

"This is air Peter; please try not to scream too loud." I said in a flight attendants voice as she hooked her arms around my neck loosely. And suddenly I was _really_ grateful for the mask covering my face.

'_Maybe this wasn't my best _idea' I thought as I felt my heart speed up again and shot out some loose webbing at her hands to make sure they didn't slip, chuckling at her slight jump, and jumped off the building, shooting out a quick web to a neighbouring building.

I released the web and twisted in mid-air, yelling from the now familiar adrenalin rush hitting my body and shot another web out, swinging us smoothly through the air. Gwen let out a quick puff of breath.

"So!" I yelled over the rushing wind. "Any place in particular?"

I felt her freeze up as I let the web go again and quickly shot another one out.

"How's about good old solid land?" She yelled back queasily. I laughed and let of the web again, doing a quick little backflip this time.

I am such a show off.

"You brought this on yourself Stacy!" I yelled back as I shot two webs out which connected to two buildings behind us and I let momentum do the rest as we got catapulted through the air at breakneck speeds.

She let out another breath-her version of a scream I guess.

"Holy hell." She muttered and I felt her lean her head softly against my back. "Remind me to _never_ look down again. I'm impressed that you haven't puked mid-air yet."

"Gonna have to try harder than that to make me blush Gwen." I told her jokingly as I swung around a corner at roadrunner speed (meep, meep!) and headed to my trashed house.

We got there in a couple of minutes.

If you're not travelling by web, you're doing it wrong. Just saying.

Landing in my room was a combination of awkward and awesome. The entrance was awesome-as I swung towards the window, Gwen's arms tightening slightly around me, I shot another web out that hit the window and yanked up on it _hard._ It had slid open fast, hitting the top and staying there.

The rest was pretty…awkward. At least for me.

I swung us in through the window and released the web, falling into the wall heavily from the momentum and ripped the sticky webbing from Gwen's hands, letting her drop to the floor lightly on her feet.

I twisted around and grabbed one of my zip-up hoodies, pulling it on and zipping it up to cover my suit. Gwen just stood there in the middle of my room, looking around at the posters curiously.

"You know." She began in an inquisitive tone. "In all the years we've known each other, I've never actually been to your house."

"You make it sound like a science experiment." I teased.

"You could just save me the time and tell me why?" She asked, almost taunting.

"It's not just you." I muttered, suddenly feeling self-conscious. "It's Harry as well. Less about the house, more about my room." I shrugged. "It's just…an escape, I guess." I rifled through my wardrobe for some jeans. "Somewhere where I can just think long and hard, no interruptions."

'_Aha. There you are you sons a-'_

"So, why did you let me here then?" I held back a glare. Just about. I mean, was she trying to drive me insane?

I thought about it seriously and came to a pretty decisive (if not mildly depressing) conclusion.

"Because, right now, at this moment and time, you're probably my best and only friend left right now." I chuckled lightly, trying and miserably failing to lighten the mood. "I really should get out more."

She was silent for a couple of seconds after that.

I wasn't sure whether to be proud or scared that I managed to do that. Although it could be payback for the amount of times she's rendered me speechless…

Bah. I'm getting off topic again.

Onto another one though. Harry had mentioned something about his dad going missing after a massive rampage through OsCorp by someone. I wonder…

I threw the mask in one of my pockets and sat down on my computer chair, cracking my knuckles before I began typing.

"Seriously." I muttered. "I would be the one superhero that isn't some sort off Norse god or playboy millionaire with access to unlimited funding." I cocked my head slightly as I let my mind wander as the computer rebooted. "Eh. I'm still more awesome than all of them."

Again, I was greeted with silence. I twisted my head around and saw Gwen still standing in the middle of the room, looking…uncertain.

"The bed's pretty comfy you know." I prompted and she shook her head slightly, like she was snapping out a daze or something. I frowned and spun my chair around. "Hey. Sit. Relax. Mi casa es tu casa." I spun around again as I heard her take light steps around the room, looking around it. "I'm pretty impressed I actually remembered that actually. Ahh finally." I started moving the mouse and typing rapidly, bringing up a search engine and quickly typing in a few keywords.

_OsCorp attack, recent._

My screen filled with results, wild rumours and…fan fiction? About Harry and Norman?!

What?! Since when the hell did they get popular enough to warrant fan fiction status?

I am officially jealous.

I shook my head and scrolled through them trying to find at least _something_ valuable.

Nothing. I made a low growling noise at the back of my throat in frustration.

'_C'mon. Give me something.' _I thought as I heard Gwen flop down on the bed.

"This is actually pretty comfy." She mused as I just…felt her spread out on it. This whole super sense thing was still a bit disconcerting at times, _especially_ in silence.

And around Gwen, but hey, I think that's pretty much a given with me right now, regardless of enhanced senses.

"I am offended you would think otherwise." I scoffed. "'Course it's comfy. It's _my_ bed. Duh." I twisted my head and held back a loud laugh and settled on a quiet little snort as I saw her fast asleep, tiny breaths of air blowing her hair in the air every now and then.

Half an hour later and I was ready to snap my computer in two. The whole 'when in doubt, Google?'. Yeah, no. That just isn't true unfortunately. Nothing useful had come up, just rumours and wild speculation by your everyday bored teenager.

This wasn't working. So the only way for answers on the OsCorp attack would be to hack into their system.

Which meant getting into the building. This also meant I would be stuck in there for a good while considering I wasn't too much off a hacker. Although if you gave me the science lab in school, I could probably make some pretty good stuff…

And now I sound like Walter White and am getting _completely_ off-topic again.

I sighed and spun my chair around aimlessly. Couldn't do anything until the next major crisis or I could get into OsCorp anyway, considering going outside in my spider suit would probably mean media or another Goblin attack if the headlines of _The Daily Bugle _where anything to judge by.

I stopped spinning and came to a halt facing my bed (of course it would) and felt the now familiar sensation of my heart speeding up.

Actually, come to think of it, even before the spider bite my heart pretty much hit the sound barrier when I just stopped and looked at her like this, completely relaxed. I was just a hell of a lot more aware of it than usual.

Is that a good thing or a bad one? I'm really not too sure.

I raised a hand to run through my hair and felt my knee jittering like it usually did when I got nervous. Not awkward just nervous.

I dropped the hand, physically forced my knee to stop jittering (at least I tried to anyway) and blew out a deep breath, trying to relax for another couple of hours until dawn.

I looked at the sleeping Gwen again and sighed again.

This was gonna be a long couple of hours.

* * *

**Just some fluff/chilled out chapter. Unfortunately there is such a thing as too much action. :c**

**So, I hope people can see some character development in this and some upcoming chapters. I want to advance the plot but still develop these characters and for me, that's kinda hard. My Achilles heel if you will. Let me know how this one worked out people! I must improve my levels to over 9000!**

**Also, check out Brad Hall's Deadpool fic. Made me laugh a good amount xD**

**And finally 'Mi casa es tu casa' is Spanish for my house is your house or in other words, what's mine is yours for those that didn't know. And honestly, Peter wasn't the only one surprised I remembered that one xD**

**With that amigos, enjoy the rest of the day/evening/whenever the hell you read this!**


	12. Chapter 12

**Something just occurred to me here. I think, once this fic is _eventually_ finished (because seriously, I don't plan on wrapping things up in a few more chapters. I talking near the triple digits long hopefully) I'll go back and revise all this and add in little bits and pieces to make the overall read much better. **

**Yeah, just a thought but putting it down here will (hopefully!) remind me of it xD**

**Enjoy the chapter people!**

* * *

It had been a long couple of hours.

I had spun around in my chair restlessly, just a _bit_ distracted by the sleeping Gwen (trust me, it was kinda…ok _really_…cute) I had paced the trashed house recklessly, cataloguing the holes in the walls (holy crap they were _big)_ I had gotten a shower, thrown the spider suit in the wash and thrown in my bag.

Right now? I was just chilling in a corner of a ceiling.

You know. As you do.

I had changed into some ripped blue jeans (yeah, long story that involves a skateboarding accident. Maybe another time) and a red t-shirt.

Hell all that was missing was the black lining and I could just call it a new costume.

Speaking of that black lining, I really needed to figure out how to sew those rips in the suit up. Sure, it looked kinda badass but…(Oh lord, forgive me) winter is coming.

I am so sorry. I had to say it.

I got restless again, feeling myself shifting on the ceiling, crawling along it trying to burn some energy off. I growled quietly in frustration at the feeling.

Hell, all I could do was wait until the next Goblin attack or until I could get into OsCorp at night. Either way, I was still stuck playing this _stupid_ waiting game. At least until Gwen got up. At least then I could talk, or prank or _something_.

I growled quietly again. I guess this was where I got all my energy for a fight from then.

I dropped off the ceiling, twisting in mid-air and landing on my feet and virtually sprinted to the kitchen (That fracture in the ceiling was a hell of a lot bigger than I had thought it was), opened the fridge and grabbed some yoghurt, slammed it shut and ambled back off to my spot on the ceiling.

When I was focused like this, concentrating on _something_, regardless of how mundane it was, I felt less restless. More calm.

I meandered up the stairs getting back in my room lazily, ignoring (or at least trying to) the kick my heart got when I saw Gwen on my bed and hopped onto the corner of my ceiling, settling down and letting myself relax again.

'_So, this is domestic bliss.'_ I thought as I let my eyes drift over my room (less my room, more just watching Gwen…God that sounds creepy when I think about.)_ 'A whole bunch of waiting and restlessness. Lovely.'_

Yeah, I can kinda understand why Stark built all those Iron Man suits now. Downtime is _boring_. Beating the bad guy up is much more fun.

Speaking of the bad guy…

I crawled to the middle of the ceiling, yoghurt forgotten as I shot a web at the ceiling and rappelled myself down so I was facing the computer screen upside down. A quick few clicks on the keyboard and that problem was sorted.

I brought the search engine up again and searched for the Green Goblin(s). I wanted to see if Harry had actually managed to get his dad outta that cocoon I put him in.

Yeah. He did.

_After the attacks, both Green Goblins are nowhere to be found, regardless of the fact that police were moving in on one just moments before a second took them both away. Despite this, police are trying to link these attacks to massive weapons and science empire OsCorp through a captured, yet damaged, glider that can be traced back to OsCorp-the somewhat trademark sign of these Goblins apart from their striking and extremely dangerous appearance and personalities._

_The vigilante that the public have taken to calling 'Spider-Man' fought off the pair in a ferocious battle both on land and in air, begging us to ask the question-Who is the Spider-Man?_

I clicked off it, chuckling darkly.

"I'd like to see them to find out." I muttered. So Harry and his dad were still out there. Yippee. Now I'm half expecting them to come through my window, bombs…well, bombing.

I spun around on the web aimlessly, coming to a stop facing the bed (because I couldn't just stop at the computer, could I?) and felt my heart kick into overdrive for what felt like the thousandth time in the past few hours.

Damn. Gwen was gonna give me a heart attack sooner or later.

"You're doing it again." She muttered, eyes still closed. I cocked my head slightly, tongue-tied. "The whole intense staring thing."

'_Ah.'_

I shook my head. "Sorry. Don't even realise I'm doing it." I gave a nervous laugh and started spinning on the web again. "So. Comfy bed?"

"Yup." She stretched out and got out of it, rubbing the sleep out her eyes. "What's next?

I shrugged. "I wait. Until night or until the next Goblin attack seen as the two of them are still alive and kicking. Whichever comes first, I guess."

"We wait you mean." I stopped spinning and faced her, face serious for a change.

"No. I. No offense or anything, but you can't stick to walls. Or dodge bullets."

"Yes. We. I've seen you try to hack Peter. It's awful. And if you want to know about that little rampage through OsCorp-" I raised an eyebrow. "-What? You're not the only one Harry talked to. Anyway, you want to get through OsCorp before next week, you're bringing me."

I glared at her. "No. You. Are. Not. Going."

She gave a frustrated growl at the back of her throat. I had to physically stop myself from swinging backwards.

"Why?" She snapped. "Why not?"

"Again. You can't dodge bullets Gwen. Capisce?"

"Again. You can't hack worth crap Peter. Capisce?"

I dropped from the web, twisting mid-air again and landing on my feet. I stalked towards her and got nose to nose with her, breathing a bit harder than usual.

"I came back last night, half-dead. The only reason I'm even alive is because I've got an advanced healing factor and you patched me up." I poked a finger into her chest, my voice boiling hot yet speaking at a whisper. "You haven't got one. If you get even _half_ as badly hurt as I was last night, that's it. You're dead." I didn't mention the fact that it would probably snap me straight in two and I would probably go a bit…crazy if she got half as hurt as I was last night.

She stepped forward so our heads were almost touching, looking back at me just as hard. "I don't care." Her voice mirrored mine, boiling hot and whispering. She poked a finger at me. "So stop being a stubborn, overprotective idiot and let. Me. Go."

"In case you haven't noticed, I _do_ care." I hissed back. "What if Harry and his dad are there? OsCorp is literally theirs. They can go there to regroup, re-arm and repair. I won't be able to fight the two of them off while I'm watching out for you."

"You won't have to watch out for me." She hissed right back. "Because we won't get caught."

I made a frustrated noise somewhere at the back of my throat and started pacing up and down the room, heart thudding from the argument and close proximity to Gwen. I looked at her sharply while I paced.

"Right." I muttered and pulled the sleeve of my t-shirt up, showing her the scar Harry's knife had left me with. "That is the nicest thing that could happen." I told her, voice shaking slightly now. "Harry promised me _twice_ that he was going to kill you after he killed me. He could break your neck and sleep soundly at it." I stopped pacing and faced her again. "I. Am not. Letting that. Happen. You. Aren't. Going."

"He won't kill me." She said quietly.

"_Yes_, Gwen. He can and he _will_. If he just blew a bank up, I'm pretty certain that he won't mind killing you." And now my hands were shaking like crazy and I felt jumpy from all the adrenalin in my system.

"No. He won't." She gave me a slight smile. "You said it yourself. You won't let him."

'_Stubborn, stubborn girl!'_

"Gwen, _listen to me._" I snarled quietly. "I barely came back alive from my last little dance with those two. I barely managed to save the pair from the bank. I don't even know if I _could save you_ if those two psychos came after you in there!" I trailed off and felt my shoulders slump slightly. I just leaned back against the wall and tipped my head back, breathing hard.

"Well then." I heard her come close to me and felt her hands grab my head softly again and tip it down to face her. "It's a good job you'll have something to fight for then, isn't it?"

I sighed in frustration. "You are a stubborn, stubborn girl Gwen Stacy. And no-"I said as she opened her mouth. "No, you still cannot come with me."

'_Gotta keep her safe. I have to.'_

She made that low growling noise in the back of her throat again and again I had to force myself not to jump out the window. It reminded me of this tiger I had seen in the zoo a few years ago. It was soft with its handlers but any time the crowd looked at it, it just started growling protectively. Except Gwen's little growl was about _ten times more terrifying_ and less protective, more rip my throat out.

She just let me go and she moved back, both of us glaring at each other hard, neither one backing down anytime soon.

"Fine." She muttered.

"Fine." I muttered back, internally letting out a sigh of relief. She might be pissed off at me but at least she would be safe when I went sneaking about OsCorp.

I grabbed hold of a hoodie with my webs and threw it on, covering the scar that just peeked out of the shirt sleeve and grabbed the bag with the spider suit in, walked down to the door, opening it and walking over to MJ's, hoping Aunt May was up and still there. Gwen was right on my tail and I spun around.

"What about your family?" I asked, voice quiet. Not mad quiet, just…quiet.

"I left them a note. Made some excuse up about going to a friends and heading out through the fire escape." Her voice was quiet but completely different to my tone. She was really, really, _really _mad.

Lovely. I just nodded and spun around again, knocking on the door.

About five seconds later I was engulfed in a hug from Aunt May.

"Peter." She muttered. "I'd say you missed dinner…'

I gave a croaky, forced laugh. Yeah, I was seriously out of it after that little argument. Well more like a big one considering we barely argued before all this.

She pulled away from me and, after giving me a concerned look, looked behind me at Gwen.

"Gwen." She greeted her warmly. She had always liked her. I think it had something to do with her stopping Flash from beating me up when we were little.

"Hey Mrs Parker." She said in that quiet, extremely mad tone. Again, Aunt May gave that concerned look again at the two of us and frowned slightly.

I cleared my throat. "So. What's going on?" I asked.

"MJ's mom said we could stay here for a while until the house was fixed." She smiled slightly. "Never knew you could put holes in walls Peter Parker."

I shuffled slightly on my feet. "Yeah. Neither did I. I'll er…I'll make it up to you." I mumbled. "Eventually." I gave her an awkward grin.

"Shush you stupid boy." She scolded. "You don't have to 'make it up' to me." She leaned in close and I bent down so her mouth was close to my ear. "Just don't get hurt too badly if you ever do that again, you overprotective idiot." I felt myself tense up and freeze slightly.

'_She knows.'_

But Aunt May dropped it (was I just paranoid?) and moved back, clearly inviting us in. She looked at Gwen pointedly.

"You too missy." She said a small smile on her face. I had to hold back a groan.

'_Seriously Aunt May?'_

Gwen started stammering something about her parents or homework or something. Aunt May just grabbed her arm and pulled her inside gently.

"Where are we then?" I asked.

"They've got two guest rooms." Aunt May frowned slightly. "I never did know how many rooms this house had."

I blinked slightly. "Well if that isn't coincidental, I don't know what is." She nodded her agreement bemusedly and looked behind me at Gwen. I heard her start shuffling awkwardly again.

"Err…I've gotta get back to my folks." She gave a forced laugh. "They'll probably have a panic attack if I'm not back soon." I heard her walk out the door and close it behind her harder than usual.

"Right then Parker." Aunt May said sternly but with a bemused tone to her voice. She put her hands on her hips in a way that told me I was _so, so screwed._ "What the hell have you done now?"

I crossed my arms and leaned against the wall, head cocked slightly. No way was I spilling about the whole Spider-Man situation now.

"Peter, talk to me." She coaxed gently.

I stayed silent, because honestly how the hell was I meant to respond?

Ok then Aunt May I'm Spider-Man? Right. That'll work out won't it?

"Peter…" I gave a frustrated sigh.

"Fine. We argued about…something. That's all there is too it."

"You two don't argue. You're virtually joined at the hip whenever you're around each other."

"Yeah, well we just argued. I guess we do." I almost snapped at her but somehow managed to rein my voice in.

"Then go say sorry or _something_." She urged me.

Since when the hell had we got to the couch? Ugh, my head was seriously out of it this morning.

I was silent again and saw Aunt May's face fill with…realisation?

Crap.

"She knows doesn't she?"

I ran a hand through my wild hair again. "Er…Knows what?" Aunt May just rolled her eyes at me.

"Peter Parker aka the Spider-Man." She smiled a small smile, not happy but not sad either. "Seriously Peter, you fight with your _best friend_ and put a few holes in the walls of our house and disappear straight after that fight. And suddenly-" She gasped in mock surprise. "Spider-Man shows to save the day."

"Ouch." I muttered. "And I thought I was sarcastic." She laughed.

"Kid, me and your Uncle Ben were the definition of sarcasm of your age. Anyway." She leaned forward slightly. "She knows doesn't she?"

"Course she does." I muttered, more to myself than her. "And so do you. That's just great."

"So, now that foolishness is out of the way, now can you tell me what you argued about?"

I took a deep breath and let it out slowly. "Where's MJ and her mom?" She pointed a finger up. Sleeping. Alrighty then.

"Ok." I said quietly. "Ok. I'm gonna break into OsCorp. See if I can get any records or info on the rampage through it and what caused Norman Osborn and Harry to go absolutely _nuts._" I took another steadying breath and held up a hand as Aunt May opened her mouth to speak. "I'll tell you about it later. Just don't say a _word_ to anyone about. Please." She nodded and I continued. "I'm gonna hack their mainframe for info. Gwen wanted to come with and help with the hack. I said it was too dangerous. That's it." Aunt May frowned slightly.

"There's more to it than that."

"Why does there have to be?" I asked voice low. "I sure as _hell_ am not losing anyone else. _Especially _her." She opened her mouth again and again I interrupted her. "Harry promised _twice over_, that he was gonna kill her after he'd finished with me. He said he was gonna torture her and rip out her tongue. And you wanna know something Aunt May?" She was silent, dazed by the threats I had just told her about probably. "I believe him. I really do think that if he gets within ten miles of her, he's gonna go after her. I really do think he'll follow through on those threats if he gets a hold of her. _That's _why I don't want her anywhere near OsCorp." I felt Aunt May's arms grab hold of me and I just melted, feeling my head drop down onto her shoulder as she hugged me hard.

"I can't lose her." I muttered. "Not after Times Square. Not after Harry."

I was silent for a while after that but snorted as we separated.

"You know." I said. "I really wasn't planning on a Dr. Phil session when I came to check up on you."

Aunt May just looked at me seriously. "Why are you doing this?" She asked quietly. "You should be living a normal teenage life, going out to parties and having the time of your life." I raised an eyebrow at that and she hit me on the arm lightly in mock offense. "Yes Peter, I used to go clubbing. Even in my days that was a thing." I hesitated. "And I want a serious answer for a change Peter."

"Because that last answer totally wasn't serious." I muttered. "All right." I sat up a bit straighter in the seat after a bit of thought. "You know when Uncle Ben visited me in the hospital after the attack on the school?" She nodded stiffly at the mention of him and I felt a twinge of guilt at bringing him up. "He forced it out of Gwen." I said, smiling a bit. "He told me that if you could do something then you should do it and give it your all. He said if you have great power then you have great responsibility." I chuckled darkly. "Kinda cheesy when I think about it but it's true enough. I can help. So I'm gonna help. Simple as that with a few added strings." I stood up and stretched. "Now that all that annoying angst is out the way, I think I need some breakfast. And maybe a comic or two."

She laughed and got serious for another moment. "Peter." She said, catching me just before I left the temporary home. "Don't let this change you. Don't let the power go to your head. Or let anyone break you. And for the love of god be careful."

I gave a casual salute. "Wise words. All though, honestly?" I opened the door and looked behind me. "I feel kinda sorry for the idiot that breaks me."

And with that I walked out, feeling a hell of a lot better than I had going in half an hour before.

* * *

I walked into the comic store, sipping a coffee (because I seriously needed more energy didn't I?) and picked up a Batman one that looked pretty interesting.

Some sort of noise caught my attention and I looked up sharply, taking a quick sip from the coffee in my hand to disguise it.

In front of me were two people: An older man, with glasses on waving around this rubber wand yelling "Excelsior!" every now and again at anyone that passed by him. The other was a kid, around my age with glasses and dressed all in…colourful clothes we'll say,telling the man to "Stop thinking he's Harry Potter and start getting these ideas on paper. Because seriously, there too good to forget about Stan."

I shook my head and looked down at the comic, laughing silently at that one random kid and the guy named Stan. New York was nuts. And I kinda loved it.

* * *

**Ugh that was one angsty chapter. Sorry if you didn't like it but eh…I was feeling in the mood for it because hey! Why not? So I added in a good little cameo there by me and Stan to cheer things up-although sadly, we are in no way affiliated. Very sad indeed xD**

**See you in the next one guys!**

**_(Excelsior!) Shut up Stan. And really put that damn wand away!_**

**EDIT: I am a jerk. Really. Sorry for not updating in a while but I think I've hit a bad case of writers block. *Le Sigh* Sorry. This story will either be left alone for a long _long_ time or completely abandoned. **

**Again. Sorry.**


End file.
